12 lasagna sheets, 3 per layer (i used ronzoni no-boil brand)

1 bunch spinach, chopped

1 package portobello mushrooms, sliced

1 cup part-skim ricotta cheese

1.5 cup buffalo mozarella cheese, shredded

1 large egg, beaten

1/2 large onion, diced

1 can chopped tomato seasoned with garlic and italian herbs

1 bottle marinara sauce (i used ragu, 7 herb tomato)

2 cloves garlic, minced

salt and pepper to taste

a pinch crushed red pepper flakes

olive oil

a few basil leaves for garnish, chopped into thin ribbons.