2 (8 oz.) boxes seashell macaroni
2 lbs. ground beef
1 can stewed tomatoes
1 (4 oz.) can mushrooms (stems and pieces)
1 (6 oz.) can Italian tomato paste
1 can cheddar cheese soup
2 tbsp. Worcestershire sauce
4 tbsp. grated Parmesan cheese
1 stick butter
3/4 c. vegetable oil
4 med. size onions, chopped
Salt and pepper to taste

Put vegetable oil in skillet. Brown ground beef and onions together. Add stewed tomatoes, mushrooms, and tomato paste. Simmer 15 minutes. Cook seashells in 4 quarts of boiling salted water 15 minutes. Pour off water (do not rinse). Put butter on seashells. Mix in soup, then add to skillet mixture and stir well. Put in casserole dish. Sprinkle with Parmesan cheese and put in 300-350 degree oven for 30 minutes.