Place carrots in water, cover. Boil for 45 minutes until tender. Drain.
Place all ingredients in food processor and mix until all are blended. If you do not have a food processor, try a blender or mash with a masher until almost pureed.
Spoon ingredients into a one-quart casserole coated with nonstick cooking spray.
Bake at 350 degrees for 45 minutes or until set. Serves 4.