Combine sugar and butter in a sauce pan, and stir over medium heat until it turns brown.
Add heavy cream (preheated in the microwave for 30 seconds) and chocolate to the saucepan, and simmer for about 10-15 minutes.
Pour into a tray lined with parchment paper, then chill in the refrigerator until it hardens.
Cut with a knife, and wrap individually in parchment paper. It should make about 70 caramels.
To preserve, if they stick to the paper even when chilling in the refrigerator, transfer to the freezer.