12 oz whole wheat elbow macaroni (or rotini, penne, egg noodles)
3/4 lb lean ground beef, pork or turkey breast
12 oz fat-free shredded cheddar cheese
16 oz fat-free cottage cheese
12 oz fat-free sour cream
1/2 cup skim milk (or soymilk)
1 head broccoli, finely chopped
8 oz sliced mushrooms

1/3 cup grated Parmesan cheese (low fat if available)
1/2 cup whole wheat bread crumbs (see below to make your own)
2T smart balance light butter, melted
salt and pepper

Instructions:

1. Preheat oven to 350. Cook pasta, drain and set aside. In a large pot, cook the ground beef until browned. Drain beef, then add mushrooms and broccoli and cook until mushrooms are tender.

2. Add the cottage cheese, cheddar cheese, sour cream, milk and plenty of salt and pepper to the beef mixture. While heating, mix together bread crumbs, Parmesan and melted butter in a small bowl.

3. Once heated through and seasoned to taste add the pasta to the beef and cheese mixture. Add milk/sour cream as needed to adjust consistency. Transfer to a 9×13 dish (it should just fit) and top with crumb topping.

4. Bake for 25-30 minutes or until bubbly.