2 1/2 cups sugar
1/2 cup water
1 cup heavy cream
1 heavy bottomed sauce pan
Set the burner on medium heat, and put the sugar in the sauce pan, and add the water. Stir it till it goes translucent, then stop stirring.
This next bit takes...well, a long time. It's worth it, because slow cooking leads to a lot less burning and clumping, but it takes a while.
The liquid goes all bubbly, then crystalizes, then caramelizes and all of the sugar goes liquidy. Once it's started going liquidy again (and is caramel, but not dark brown) colored, you can start stirring, but very carefully... if it lumps up at this point, you're just going to have to filter that out.
Once you have a pan full of caramel colored liquid, take the pan off the heat, hold it over the sink, and pour in the cup of heavy cream.
It will bubble and spatter. A lot. This is due to the difference in temperatures and boiling points. Once it calms down, return it to the heat, though you're going to want to lower the heat a bit, and you'll probably still have to pull it off of the burner a couple of times before it finally smooths out and quits trying to exit the pan suddenly.
Get a strainer and strain out the lumpy bits. This goes well over anything that caramel would go over... Turtle Cheesecake, Ice Cream, naked body parts, etc. Enjoy.