REMOVE stems from spinach; WASH leaves thoroughly; DRAIN.

PLACE spinach in Dutch oven (do not add water); COVER; COOK over high heat 3 to 5 minutes; DRAIN well; CHOP.

In a large skillet, FRY bacon until crisp; REMOVE bacon, reserving drippings in skillet; DRAIN; CRUMBLE; SET aside.

ADD flour to skillet with reserved drippings; STIR until smooth; COOK over medium heat 1 minute, STIRRING constantly.

Gradually ADD milk; COOK, STIRRING constantly, until thickened and bubbly.

STIR in chopped spinach, onion, salt and pepper; SET aside.

ARRANGE cooked noodles on a serving platter; TOP with spinach mixture; SPRINKLE with cheese and crumbled bacon.