1 (14 oz.) pkg. med. macaroni shells
4 tbsp. butter
1/4 c. flour
2 c. half and half
1 (8 oz.) can tomato sauce
1 (18 oz.) pkg. frozen broccoli
1/2 lb. fresh sliced mushrooms
1 c. grated Parmesan cheese
1/4 tsp. white pepper
1/4 tsp. garlic powder or 2 garlic cloves, minced

NOTE: If you like more garlic flavor, add more. I usually season by taste.

Cook shells according to package directions and drain. Cool broccoli and drain. Saute mushrooms in butter. Remove mushrooms from butter. To the butter add flour and stir until mixed, then add half and half. Cook over medium heat until thickened. When sauce is thick, add tomato sauce, mushrooms, Parmesan cheese, pepper, and garlic powder or cloves. Mix together with the shells and broccoli and pour into a 3 quart casserole dish. Refrigerate or let stand several hours. The flavor will intensify and mixture will thicken. Reheat in 350 degree oven for about 30 minutes or until bubbly.