1 c. water
1 chicken bouillon cube
1 med. carrot, grated
1 (10 oz.) pkg. frozen chopped broccoli
2 tbsp. butter
3 tbsp. flour
2 c. milk
1 lb. Velveeta cheese, cubed
1 can condensed cream of chicken soup
1 tbsp. minced onion flakes
1 tsp. Worcestershire sauce
Salt and pepper to taste

Combine water and bouillon cube in a small saucepan. Bring to a boil. Add carrot and broccoli, cook according to instructions on broccoli package. remove from heat and set aside. Melt butter in a heavy saucepan over low heat; add flour, stirring until smooth. Add milk. Stirring constantly cook 1 minute. Add remaining ingredients, stirring well; stir in broccoli mixture. Cook over medium heat, stirring constantly, until thickened.