Cook 1/2 cup carrots and 1/4 cup onions in salted water and drain. Break 1 lb. can of salmon in chunks. Place in 2 quart greased casserole, add carrots and onions.

Cook 1 cup macaroni and add. Stir in 1 can cream of celery soup, 1 tsp. salt, 1/8 tsp. pepper. Melt 2 tbsp. butter and toss with 1/2 cup bread crumbs. Top casserole with crumbs and 1/4 lb. cheese cut in strips. Bake at 375 degrees for 20 minutes.