1 stick butter, softened
2 sm. pkgs. cream cheese
1 can artichokes
2 boxes frozen spinach
Salt (to taste)
Pepper (to taste)
Progresso bread crumbs

Cook spinach according to package instructions. Stir into hot spinach the butter and cream cheese. Place mixture into 1 1/2-quart casserole; season to taste. Arrange sliced artichokes on top; cover with seasoned bread crumbs. Bake, uncovered, at 350 degrees for 30 minutes or until bubbly.