12 carrots, sliced
1 sm. onion, chopped
1/2 stick butter
1/3 c. milk
Salt and pepper to taste
1/2 c. bread crumbs
1/2 lb. Velveeta cheese

Cook carrots in water until barely tender, drain. Saute onion in butter, add milk, salt and pepper. In a buttered casserole, layer carrots and pieces of cheese. Pour milk mixture over all and top with bread crumbs. Bake at 325 degrees for 45 minutes. Serves 6.