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Preheat oven to 350° F.
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Cook pasta in water according to package directions. Drain. Set aside.
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Heat oil in medium saucepan over medium-high heat.
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Add onion, bell pepper, and carrot; cook, stirring frequently, for 4 to 6 minutes, or until onion is translucent.
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Add garlic; cook, stirring frequently, for 1 minute.
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Add 3 cups tomato sauce and basil. Season with salt and pepper if desired; cook over low heat, stirring occasionally, for 30 minutes.
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Combine spinach and ricotta cheese in a medium bowl; mix well. Set aside.
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Combine mozzarella and Parmesan cheeses in a small bowl; mix well. Set aside.
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Lightly coat a 4-quart (or 13 x 9-inch) rectangular baking dish with spray; place remaining 2 Tbsp. tomato sauce in the bottom. Top with a layer of pasta, one fourth vegetable mixture, one third spinach mixture, and one fourth cheese mixture. Repeat twice. Top with pasta, vegetable mixture, and cheese mixture. Cover with aluminum foil.
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Bake for 45 minutes. Remove foil. Bake for 10 to 15 minutes, or until hot and bubbly.
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Let sit for 5 minutes before cutting.