Preheat oven to 350 degrees F.

In a medium saucepan, turn heat to high, add sugar, and pour 2/3 cups water around perimeter; using a wooden spoon, cook and stir until sugar is golden, about 5 minutes.

Reduce heat, cook and stir, until sugar is copper colored, another 1 or 2 minutes.

Pour mixture into a 10 inch pie pan, tilting pan to coat bottom and sides; place in a roasting pan in the oven.

In a blender, combine remaining ingredients and pour into pie plate.

Pour enough water into the roasting pan to come halfway up the sides of the pie plate.

Bake, uncovered, until set, about 45 to 60 minutes; remove from oven and place on rack to cool for about 45 minutes.

Refrigerate cooled flan at least 2 hours to allow caramel syrup to set.

To serve, invert flan on a serving dish, slice.