1/2 lb. butter
2 tbsp. flour
1 sm. diced onion
1 tsp. Worcestershire sauce
1 pinch thyme
1/2 pt. whipping cream
1 c. grated cheddar cheese
1 shot white wine
1/4 lb. mushrooms, sliced thinly
Salt & pepper
2 tsp. butter
1 (10 1/2 oz.) pkg. spinach, drained
1 lb. med. size fresh shrimp, deveined
Croutons (Byerly's deli croutons)

Melt 1/2 pound butter. Add flour, onion, salt and pepper; blend. Sprinkle with Worcestershire sauce and thyme. Slowly add whipping cream and grated cheese. Blend in wine. Set aside this cream sauce.

Saute mushrooms in 2 teaspoons butter and set aside. Place spinach in bottom of casserole dish. Place shrimp on top of spinach, mushrooms, on top the shrimp and pour sauce over it all. Place croutons on top of sauce. Bake, covered at 325 degrees for about 1 hour. Serve on noodles or rice. Serves 4 to 6.