lay ham, tater tots and canned veggies in 9x13 pan.

Make white sauce by mixing 3 tbsp. flour and 2 tbsp butter over med. heat, cook for 1 minute, then add 1 3/4 C. milk, bring to boil while stirring and cook til thick. Take off heat, add spinach, stir well til wilted, then add cheese, sour cream and mushrooms. Mix in all seasonings.

Pour this mix over the meat and veggies, top with bread crumbs and a sprinkle more cheese. Bake for 25 min. at 400, or until bubbly.