2 lbs. carrots, peeled and sliced
1/2 c. brown sugar
1/4 lb. Velveeta cheese
12 Ritz crackers, crumbled
1/2 c. butter

Boil carrots 10 minutes. Drain and put in baking dish. Sprinkle with brown sugar. Melt cheese and butter together and pour over carrots. Top with cracker crumbs. Bake at 350 degrees for 30 minutes.