Step 1

Preheat oven to 350 degrees.

Step 2

Melt 2 Tbsp. butter in a large skillet and add the onions and mushrooms. Cook for about 5 minutes. Add basil, sour cream, wine, and cheeses.

Step 3

Place broccoli in a microwave-safe dish, and steam in the microwave for 7-10 minutes.

Step 4

While broccoli is cooking, cook the noodles in a pot of boiling, salted water. Drain thoroughly when al dente. Do not overcook (the noodles will be baked).

Step 5

In a large bowl, combine the sour cream mixture, broccoli, and the noodles. Toss well and place into a large baking dish.

Step 6

Melt the remaining 2 Tbsp. butter, and add the bread crumbs. Toss well to ensure the bread is coated with butter.

Step 7

Top broccoli and noodles with fresh bread crumbs.

Step 8

Bake for 25-35 minutes, until bubbling and bread crumbs are brown.