1 lb. bacon, fried & crumbled
2 cans cream of mushroom soup
1 jar sliced mushrooms
8 oz. jar Cheez Whiz
8 oz. cream cheese
1 tbsp. butter
1 lb. macaroni shells, cooked

Melt both cheeses over low heat or in microwave, with butter. Add undiluted soup, bacon and drained mushrooms to cheese mixture. Mix and fold in shells. Pour into covered casserole dish and bake for 30 minutes at 350 degrees.

Note: For Pasta Con Broccoli, substitute one box of frozen chopped broccoli for bacon.