Fry meat until done, adding a small amount of cooking oil to prevent sticking. Set aside.
Cook noodles in boiling water for approx. 5 min. When tender (they will be clear), drain, rinse in cold water and cut noodles into smaller pieces. Set aside.
Wash mushrooms and slice. In a medium hot fry pan cook mushroom with 2 T oil add carrots, and onions cook until tender. Add noodles and meat.
Boil spinach just until tender. Drain and cut into bite size pieces to add to the main mixture. Add remaining ingredients. Don’t over cook.