2 med onions chopped
1 clove garlic, chopped
3 T oil
2 lbs ground beef
1 (4 oz) can mushrooms
1 (8 oz) can tomato sauce
1 can tomato paste
1 1/2 c water
1 1/2 tsp Italian seasoning
salt and pepper to taste

Saute onions and garlic in oil until golden. Add meat & cook. Stir until browned. Add remaining ingredients, cover and simmer gently for 2 hours.

Mix together:

1/2 c oil
1 1/2 c finely chopped cooked or canned spinach
1/2 c minced parsley
1 c soft bread crumbs
1/2 c grated cheese
1 clove garlic chopped
1 tsp sage
1 tsp salt
4 beaten eggs

Cook 1 lb butterfly or sea-shell macaroni.

To assemble: put a layer of macaroni in a greased large baking dish (or 2 small ones) top with a layer of spinach mixture, add a layer of meat mixture.

Repeat layers ending with meat on top.

Bake 350� F. 30-40 minutes.

Serves 15