BASIC TOMATO SAUCE:
2 Tablespoons extra virgin olive oil
1 medium onion
2 cloves garlic
1/2 medium carrot
Kosher salt and fresh ground pepper
1/2 tablespoon dried thyme
1 can peeled whole tomatoes (28 oz.)
CREPE BATTER:
1 cup all-purpose flour
1/2 cup milk
1/2 cup water
3 eggs
2 tablespoons butter -- melted
1/2 teaspoon salt
1/2 teaspoon Italian seasoning -- optional
FILLING:
3 tablespoons butter
1/2 pound ground veal or lean ground beef
1/4 pound ground pork
2 cloves garlic -- minced
2 tablespoons grated onion
1 teaspoon kosher salt
1/2 teaspoon coarse-ground black pepper
1/2 package frozen chopped spinach -- thawed, squeezd dry
1/2 teaspoon dried oregano
1 cup freshly grated Parmesan cheese -- divided
2 tablespoons all-purpose flour
1 cup milk
1/8 teaspoon ground nutmeg
1 egg -- slightly beaten
BECHAMEL SAUCE:
5 tablespoons butter
4 tablespoons all-purpose flour
3 cups milk
2 teaspoons salt
1/2 teaspoon ground nutmeg
1/8 teaspoon white pepper

BASIC TOMATO SAUCE: Place a colander inside a larger bowl; empty tomatoes into colander, reserving juice in the bowl. Using your hands,thoroughly crush toamatoes, letting additional juices drain into the bowl. Set aside. In a food processor, place the onion, garlic and carrot; using metal blade, pulse 3-4 times or until vegetables are finely chopped. In a 3-quart saucepan, heat the olive oil over medium heat. Add the onion mixture; sprinkle with a little salt and pepper and saute over medium heat until soft, about 8 to 10 minutes. Stir in thyme and remaining salt and pepper. Add the tomatoes and juice; mix well and bring to a boil, stirring often. Lower the heat and simmer for 30 minutes or until as thick as hot cereal. Taste and adjust seasoning if needed. This sauce holds 1 week in the refrigerator or up to 6 months in the freezer. Yields about 1 quart or enough for 4 large Canneloni.

CREPES: In a blender or food processor, place all batter ingredients and blend 4-5 seconds. Turn off motor to scrape down sides of the container; blend a few seconds longer or until very well mixed. Keep mixture covered and set aside at least 45 minutes. If necessary, batter may be made 1 day in advance and kept covered and chilled; add more milk by tablespoonfuls to thin consistency to that of heavy whipping cream. Heat 8-inch non-stick crepe pan or skillet over medium high heat; brush with melted butter and pour 3 tablespoons of batter into the center of the skillet and swirl to coat bottom evenly. Cook 30 seconds, loosen with a spatular and turn. Cook 15-20 seconds longer or until brown spots appear on second side. Turn crepe out onto a plate lined with parchment paper. Repeat the process, stacking cooked crepes between pieces of parchment paper. Yields enough for 14-16 crepes.

FILLING: In a MEDIUM skillet, heat the butter over high heat until it foams and subsides. Add the ground veal or beef, pork, onion and garlic; cook over medium-high heat until it begins to brown in its own fat. Drain the excess fat; salt, pepper, spinach, oregano, one-half cup of the Parmesan, flour and the milk. Mix well, reduce heat and simmer for 10 minutes, stirring regularly, then remove from heat and allow to cool. Stir in the nutmeg and egg. Mix well and set aside. Reserve remaining Parmesan for assembling the Canneloni. Makes enough for 4 large or 6 smaller Canneloni.

BECHAMEL SAUCE: In a medium saucepan, heat butter until melted. Add flour and stir until smooth. Over medium heat, cook and stir until light golden brown, about 6 to 7 minutes. Add milk to butter mixture 1 cup at a time, whisking continuously until very smooth and bring to a boil. Cook and stir 10 minutes or until thickened and bubbly. Remove from heat; season with salt, nutmeg and white pepper; and set aside. Yields about 3 cups or enough for 6 large Canneloni.

ASSEMBLE AND BAKE: Bring all previously chilled ingredients to room temperature before using. Preheat the oven to 350 degrees F. Spray individual ovenproof baking dishes (about 9" to 10" long and 3" to 4" wide) lightly with cooking spray. Divide the meat filling (about 4 tablespoons each) evenly among crepes and roll the crepes around the filling, jelly-roll style. Spoon about 4 tablespoonfuls of tomato sauce across the bottom in an even layer. Carefully lay one crepe package in each baking dish. Top each one evenly with the remaining tomato sauce. Then spoon the béchamel sauce evenly on top. Finish with the freshly grated Parmesan and bake 30 minutes, or until the sauces and cheese are bubbling and the edges of the pasta are crispy and browned. Serve immediately from the cooking dish.