preheat to 350

grease 3qt baking dish

cook pasta. dont over cook. drain, return to pan

sprinkle 1/2 cup of cheddar cheese over bottom of prepared baking dish. stir spinach, milk, remaining cheddar cheese, sour cream, seasoning, s&p into pasta. spoon into baking dish over cheese

in medium bowl combine bread. rumbs, melter butter. stir in Parmesan; set aside

bake pasta mixture,covered for 20 minutes. uncover and sprinkle evenly with bread crumb mixture. bake uncovered 10-15 minutes until topping is lightly browned and filling is heated through