Chop and boil the zucchini.

Heat the leftover spaghetti in a pan.

Meanwhile in a separate bowl, mix the PHILADELPHIA cream cheese and the milk.

Now add the peas and the spinach to the zucchini and cook.

Mix the cooked vegetables in with the leftover spaghetti and the mix in the PHILADELPHIA mixture.

Heat through again in the pan, to make it nice and hot.