2 pounds baby carrots
1 pound Velveeta cheese
1 stick margarine

Melt together cheese and margarine.
Steam carrots and place in large dish.
While carrots are hot, pour cheese mixture over them.
Stir gently. Mix together topping and spread over carrots.
Bake at 350 degrees for 20 minutes.

Topping:
2 cups crushed Townhouse crackers
1 stick butter