1 to 1-1/2 pounds broccoli, cut into 1-inch pieces (or 1 package chopped, frozen broccoli)
3 small onions, chopped
1 cup sliced fresh mushrooms
2 tablespoons butter
2 tablespoons flour
1/4 teaspoon salt
1/8 teaspoon pepper
1 cup milk
3 ounces cream cheese, cut into cubes
½ cup (2 ounces) shredded sharp Cheddar cheese
2 tablespoons butter, melted
1 cup soft bread crumbs
Preheat oven to 350 degrees F.
Bring broccoli, onions, and mushrooms to a boil in a pot of water until vegetables are tender, 3-5 minutes. Drain. Arrange vegetables in a 1-1/2 quart baking dish.
Melt 2 tablespoons butter in a saucepan over medium-low heat; cook and stir flour, salt, and pepper into melted butter until smooth, about 2 minutes. Whisk milk into flour mixture until thick and bubbly, about 5 minutes. Remove from heat and add cream cheese. Stir until smooth.
Pour cream cheese mixture over vegetables, stirring lightly. Top with Cheddar cheese.
Cover and bake at 350 for 25 minutes. Remove from oven. Uncover.
Combine 2 tablespoons melted butter with bread crumbs in a bowl; sprinkle over vegetables. Bake uncovered for 5 minutes or until golden brown.