Step 1

In a pot place all the veggies, onions, celery, potatoes - with just enough water to cover them all.  Bring to a boil, slightly reduce heat.

Step 2

Cover, and simmer about 15-20 minutes, until all the veggies are cooked.  DO NOT DRAIN!

Step 3

In a separate sauce pan, melt butter over medium-hi heat.

Step 4

Whisk in flour, salt, sugar and pepper.  Whisk and cook for 1 minute until mixture is bubbly.

Step 5

Pour in milk. Whisk until it heats and thickens.

Step 6

Add white sauce to the cooked veggies.  Stir and heat over medium-hi heat.

Step 7

Stir in clams and crumbled bacon. Season with more salt and pepper if desired.