1 (14 oz.) can water-packed artichoke hearts, drained
4 (10 oz.) pkgs. chopped spinach, thawed & well drained
8 oz. cream cheese, softened
1 stick butter, melted
2 tbsp. Worcestershire sauce
2 tbsp. dry onion flakes, pulverized (or 1 tsp. onion powder)
1/2 c. bread crumbs

Preheat oven to 350 degrees. Thinly slice artichoke hearts and sprinkle on bottom of greased 13 x 9 inch Pyrex dish. Mix all other ingredients except bread crumbs. Spread over artichoke hearts. Cover with crumbs. Bake 30 to 35 minutes until crumbs are lightly brown.