Prepare white sauce: Heat butter over low heat in saucepan until melted. Stir in flour, salt, and nutmeg. Cook over low heat, stirring constantly, until bubbly. Remove from heat, stir in milk. Return to heat, bring to boil, stirring constantly. Boil 1 minute, cover and keep warm.

Rinse spinach under cold water. Separate and drain, pat dry with paper towels. Mix spinach, cottage cheese, 1/4 c. Parmesan cheese, basil, oregano, and pepper.

Arrange 4 noodles in ungreased 13 x 9 x 2 dish. Top with 1/2 of cheese mixture, 1/2 of Mozzarella and 4 noodles. Layer mushrooms, carrots, onions and green peppers on noodles. Spread 1/2 of white sauce over top, sprinkle 1/2 cup Mozzarella.

Top with remaining noodles, cheese mixture, white sauce, and Mozzarella.

Sprinkle with remaining Parmesan. Bake uncovered for 35 to 40 minutes at 350 degrees until hot and bubbly.