Directions:

Combine cheeses; place 3 cups in an ungreased 13x9 inch baking dish and set aside.

In a medium skillet, saute mushrooms, onions and red pepper in butter until tender; drain. Place over cheese; top with ham. Sprinkle with remaining cheese.

In a bowl, beat eggs; add milk, flour, parsley, basil, salt and pepper; mix well. Slowly pour over the cheese.

Bake at 350 degrees for 35-40 minutes or until a knife inserted in center comes out clean. Let stand 10 minutes before cutting.