3 c. water
5 med. potatoes, diced
1 c. diced celery
1 c. diced carrots
1/2 c. chopped onions
1 tsp. salt
1/4 tsp. pepper
1/2 c. butter
1/2 c. flour
1 qt. milk
4 c. shredded cheddar cheese
2 c. cubed, cooked ham

1. In a large saucepan, combine first 7 ingredients; let cook until tender, but still crisp.

2. In a small saucepan, melt butter. Stir in flour and milk; cook until mixture has slightly thickened. Stir in cheese and heat until cheese melts, then spoon cheese mixture into saucepan containing cooked vegetables. Add ham.

Stir constantly, heat thoroughly. But do not boil.

Makes 8 to 10 servings.