| 1 | Place noodles in a 11 x 7 inch baking dish, cover with warm water and soak 20 minutes. |
| 2 | Drain and set aside. |
| 3 | Meanwhile, in saucepan, melt ?cup butter over medium heat. |
| 4 | Add apples, cover and cook 10 minutes, or until tender, stirring occasionally. |
| 5 | Remove from heat and stir in 3 tbsp. brown sugar, pecans and cinnamon; set aside. |
| 6 | Place cream cheese and remaining brown sugar in large bowl. |
| 7 | Beat 3 minutes or until light and fluffy. |
| 8 | Beat in egg and vanilla. |
| 9 | Fold whipped cream into cream cheese mixture in thirds and set aside. |
| 10 | Melt remaining butter. |
| 11 | In small bowl, combine breadcrumbs, sugar and melted butter. |
| 12 | Spread half of the apple mixture in bottom of same baking dish. |
| 13 | Layer with 3 noodles. |
| 14 | Spread with half of cream cheese mixture, and layer with 3 more noodles. |
| 15 | Spread with remaining apple mixture and layer with last three noodles. |
| 16 | Top with remaining cream mixture and sprinkle with breadcrumb mixture. |
| 17 | Bake at 305°F for 30 minutes. |
| 18 | Let stand 20 minutes before serving. |
| 19 | Makes 8 servings. |
