Clitocybe phyllophila (Fr.) Kummer Cap 3-10cm across, convex at first, later flatter or irregularly funnel-shaped with a wavy margin; whitish or watery flesh-colored with brownish patches when moist; opaque, covered in a dull white bloom. Gills decurrent, crowded, narrow to moderately broad; whitish to flesh-colored. Stem 25-65 x 5-15mm, stuffed becoming hollow, swollen at the base; whitish or light tan; finely hairy and base covered in white down. Flesh thicker at disc, firm when dry; whitish to tan. Odor strong, sweet. Taste mild, becoming unpleasant in age. Spores ovoid to ellipsoid, smooth, nonamyloid, 4-4.5 x 3-3.5µ. Deposit pale ochraceous clay. Habitat in groups or dense clusters among leaf litter and pine needles in mixed woods. Found in northeastern North America and the Pacific Northwest. Season September-October. Not edible.