1/4 c. water
2 tbsp. butter
1 (10 oz.) pkg. frozen corn
1/2 c. shredded carrots
1/4 c. chopped onion
1/8 tsp. pepper
2 cans cream of potato soup
2 c. milk
1 c. shredded cheddar cheese
1/2 c. shredded provolone cheese
1 (10 oz.) pkg. broccoli

Bring water, butter, corn, carrots, onion and pepper to a boil. Cover and simmer 10 minutes. Stir in soup, milk, cheeses and thawed broccoli. Heat, stirring until cheese melts. Keep on low heat until serving. Do not boil. Makes 8 (1 cup) servings.