1In a large saucepan, combine the potatoes, water or stock, carrots and onions. Bring to a boil. Reduce heat; cover and cook for 10-15 minutes or until tender.
2Meanwhile, in another saucepan, melt butter. Stir in flour until smooth. Gradually add the milk, salt and pepper. While stirring constantly, bring to a boil; cook and continue stirring for 2 minutes or until thickened. Add shredded cheese and stir in until melted.