BRING 3 cups water to boil in large saucepan on medium-high heat. Add carrots. Reduce heat to medium-low; simmer 8 min. Add broccoli; simmer an additional 3 min. or until vegetables are crisp-tender. Meanwhile, mix cracker crumbs, Parmesan cheese and butter; set aside.

MICROWAVE VELVEETA and cream cheese in 2-cup microwaveable measuring cup or medium bowl on HIGH 1 min.; stir. Microwave an additional 30 sec. or until VELVEETA and cream cheese are completely melted and mixture is well blended when stirred.

DRAIN vegetables; place in serving bowl. Top with cheese sauce; sprinkle with crumb mixture.