20 Kraft caramels
2 tbsp. water
1 (8 oz.) cream cheese
1/2 c. sugar
6 eggs, beaten
1 tsp. vanilla
2 c. milk

Melt caramels with water over low heat stirring until smooth. Pour into greased 9 inch layer pan.

Combine cream cheese and sugar. Mix until well blended. Blend in eggs and vanilla. Gradually add milk, mix until well blended. Set layer pan in baking pan on baking rack; slowly pour milk mixture over caramel sauce. Pour boiling water into baking pan to 1/2 inch depth. Bake at 350 degrees, 45 minutes or until knife inserted 2 inches from edge of pan comes out clean. Remove from water immediately. Cool 5 minutes. Invert on serving dish with a rim. Serve warm or chilled.