2 1/2 lbs. lean ground beef
2 tbsp. vegetable oil
2 c. onions, chopped
2 c. celery (ribs & leaves)
1 1/2 c. grated carrots
2 (3 oz.) cans Italian style tomatoes
2 tsp. salt
1 1/2 tsp. crumbled, dry oregano
1 tsp. pepper
1 tsp. garlic powder
1 1/2 lbs. macaroni shells or elbow macaroni, cooked according to directions on package
2 (10 oz.) pkgs. frozen chopped spinach, slightly thawed
1 c. grated Parmesan cheese

In large saucepan, brown beef in oil about 5 minutes. Add onions, celery and carrots. Cook an additional 5 minutes. Stir in tomatoes, salt, oregano, pepper and garlic powder. Bring to boil. Lower heat, cover and simmer 1 hour.