Rinse and sort the lentils, combine in heavy saucepan with 4 cups water. Bring to a boil, then lower heat and simmer, covered, until the lentils are tender. Roughly 45 minutes
Preheat your oven to 350 degrees.
Heat oil in large skillet. Add garlic, mushrooms and saute over medium heat until mushrooms are wilted. Stir in spinach, lentils, soy sauce, wheat germ and flaxseed. Grind in pepper and nutmeg. Cook, stirring until the mixture is blended well. Then, add the cheese! Stir some more.
Lightly oil a 9 x 5 by 3 inch glass loaf pan. Pour in 2/3 of the mixture, press some of the mixture up the side to create a shell about 1/2 inch high.
***NOW PREPARE THE POTATO FILLING.
Use a skillet, add the oil and chopped onion. Saute til golden brown. Add remaining filling ingredients and stir for 5 minutes.
Transfer the mixture to the top of your lentil mix in the loaf pan. Then, add the remaining lentil mixture to the top.
Bake for 45 mins, or until the top is crusty and bubbling.
Remove from oven and let stand 15 mins before serving. Use a knife and spatula to slice.