2 tbsp. butter
1 c. coarsely chopped mushrooms (about 4 oz.)
1/2 c. chopped onion
1 clove garlic, minced
1 tsp. Italian seasoning
1/4 tsp. ground black pepper
1 (16 oz.) container ricotta cheese (or 16 oz. low fat cottage cheese)
1 (10 oz.) pkg. frozen chopped spinach, thawed & well drained
2 eggs (or 1/2 c. Egg Beaters)
24 jumbo shell macaroni, cooked in unsalted water and drained
1 (15 oz.) jar spaghetti sauce
Mozzarella cheese

Preheat oven to 350 degrees.

Slightly undercook shells. Remove from water and place face down on wax paper to drain.

In skillet, over medium high heat, melt butter. Add mushrooms, onion, garlic, seasoning, and pepper; cook until tender.

Remove from heat; stir in Ricotta cheese, spinach and egg; mix well. Spoon mixture into shells.

Spread 1/2 cup spaghetti sauce in bottom of 13"x9"x2" baking dish. Place shells filling side down in sauce. Top with remaining sauce; cover. Bake for 35 minutes.

Add finely grated Mozzarella cheese to top of sauce during last 5 minutes of baking. 8 to 12 servings.

For less fat and cholesterol.