Step 1

Preheat your oven to 350 degrees Spray a 2-quart baking dish or 9x9 inch baking pan with nonstick cooking spray, or grease with olive oil or butter.

Step 2

First boil the noodles until al dente, according to the directions on the package. Once done cooking, drain and set aside.

Step 3

Cook your mushrooms: Place a large pot over medium-high heat and add in 1 tablespoon butter. Once butter melts, add in the mushrooms, onions, thyme and salt and pepper. Stir occasionally until mushrooms and onions are cooked down about 4-6 minutes. Transfer to a bowl.

Step 4

In the same skillet you cooked mushrooms, add in 2 tablespoons of butter and place over medium heat. Once butter is melted, whisk in a little bit of the flour and then slowly add in milk, a little bit at a time, alternating with the flour and vigorously whisking away any lumps. Bring mixture to a boil, then reduce heat and simmer for a few minutes stirring every so often, until the sauce thickens up. If it gets too thick, add in ¼ cup more milk.

Step 5

Once thick, turn off the heat and stir in garlic powder, parmesan cheese. salt and LOTS of freshly ground black pepper.

Step 6

Stir in cooked noodles, mushroom and onion mixture, drained tuna and peas. Season again with salt and pepper, to taste. Pour mixture into your prepared baking pan.

Step 7

In a small bowl, mix breadcrumbs with melted butter. Sprinkle breadcrumb mixture on top of casserole and bake for 20-30 minutes. Serves 6.