1/2 c. Corn Flake crumbs
1/3 c. melted butter
1/3 c. chopped onion
3 tbsp. flour
1/2 tsp. salt
Dash of pepper
1 tbsp. parsley flakes
1 1/2 c. skim milk
1 c. shredded American cheese
4 c. (about 1 1/2 lb.) cooked sliced carrots, drained

Combine crumbs and 2 tablespoons butter; set aside. Add onion to remaining butter. Saute over low heat. Add flour, salt and pepper. Stir in milk. Increase heat to medium; cook until bubbly and thickened, stirring constantly. Add cheese. Stir until smooth. Stir in carrots and parsley flakes. Spread in shallow 1 1/2 quart baking dish. Sprinkle with crumb mixture. Bake 20 minutes at 350 degrees until bubbly and crumbs are golden. Don't over cook. Serves 6 to 8.