8 servings, 4.5 points each

1 (7 ounce) package elbow macaroni, cooked and drained
1 (10 ounce) package frozen chopped spinach, thawed and squeezed dry
1 (4 ounce) can sliced mushrooms, drained
1 cup Reduced Fat Bisquick
1 3/4 cups skim milk
1 1/4 cups egg substitute (or 2 eggs plus 4 egg whites)
2/3 cup grated Parmesan cheese
1 teaspoon salt
3/4 teaspoon pepper
1/4 teaspoon ground nutmeg
2/3 cup reduced-fat Cheddar cheese, shredded

Heat oven to 375 degrees F. Spray an 11 x 7-inch baking pan with cooking spray.

Stir together macaroni, spinach and mushrooms and spread the mixture in the pan.

Beat the remaining ingredients except the Cheddar cheese with a whisk or hand beater for about 1 minute or until almost smooth. Stir the Cheddar cheese into the egg mixture. Pour over the spinach mixture in the pan. Bake uncovered for 40 - 45 minutes or until golden brown.