Caramel Icing

Directions

1. 1
   Whisk whipping cream and cream cheese in small bowl until smooth.
2. 2
   Combine sugar and 2/3 cup water in heavy medium saucepan. Stir over medium-low heat until sugar dissolves. Increase heat to high; boil without stirring until syrup is deep amber color, occasionally brushing down sides of pan with pastry brush dipped in water and swirling pan, about 10 minutes.
3. 3
   Slowly and carefully whisk in cream cheese mixture (caramel mixture will bubble vigorously). Add butter; whisk until mixture is smooth, about 1 minute.
4. 4
   Remove from heat; cool caramel icing 10 minutes, whisking occasionally.
5. 5
   Makes enough for one 9 in layer cake, plus leftovers for serving.