2 pkgs. frozen chopped spinach
1 (8 oz.) pkg. Philadelphia cream cheese
1 stick butter
1 can artichokes, drained
1/2 c. Italian bread crumbs

Preheat oven to 350 degrees. Cream butter and cream cheese. Cook spinach according to package directions; drain. Mix with creamed butter and cream cheese. Break drained artichokes on bottom of baking dish. Cover with spinach-cream cheese mixture. Cover with bread crumbs. Bake for 35 to 45 minutes.