2 tbsp. butter
1 lb. carrots, sliced
1 sm. can mushrooms, drained
1 can cream of mushroom soup,
1 can green beans, drained
1 can wax beans, drained
1 can sliced water chestnuts, slivered and drained
1 (5 oz.) jar Old English cheese spread (or may use equal amounts of Velveeta or
Old English cheese slices
1/2 c. shredded Cheddar cheese

Cook carrots in water until al dente. Drain. Heat cheese and soup until smooth. Mix in vegetables. Put in 2 - 2 1/2 quart casserole. Top with 1/2 cup Cheddar cheese. Bake at 350 degrees for 45 minutes to 1 hour.