4 c. sliced zucchini
3/4 c. shredded carrots
1/2 c. chopped onion
1/4 c. butter
1/4 lb. Velveeta cheese, cubed
2 3/4 c. plain croutons
1 (10 3/4 oz.) can cream of mushroom soup
1/4 tsp. basil
1/8 tsp. pepper

Saute vegetables in 3 tablespoons butter. Combine rest of ingredients, saving 3/4 cup croutons. Put in 1 1/2 quart casserole, top with rest of croutons. Cover with remaining butter. Cover and bake at 350 for 30 minutes. Remove cover and bake 10 minutes more.