pasta (water, semolina, [wheat]), cheese sauce (water, cream, milk, carrots, cheddar [pasteurized milk, cultures, salt, enzymes, annatto {for color}], nonfat dry milk, corn starch, sea salt), cheese topping (pizza cheese [pasteurized milk, cheese culture, salt, enzymes], reduced fat cheddar [pasteurized milk, cheese culture, salt, enzymes, annatto {for color}]), non-gmo canola oil.