Lepiota clypeolaria (Bull. ex Fr.) Kummer Cap 2-8cm across, broadly bell-shaped becoming flatter with a low, broad umbo; margin ragged from veil remnants and sometimes recurved in mature specimens; cinnamon brown on the disc, paler and more yellowish tawny near the edge; dry, velvety, quickly breaking up into scales. Gills free, close, narrow; white. Stem 40-120 x 3-8mm, fragile; whitish or yellowish at the top, becoming more dingy brownish below in age; covered in soft, cottony, shaggy scales. Veil white, leaving a slight ring on upper stem. Flesh thin, white. Odor mild or slightly pungent. Taste not distinctive. Spores fusiform, smooth, dextrinoid, 12.4-18 x 4.4-5.5µ. Deposit white. Habitat singly, scattered, or in small groups in mixed woods, hardwoods, or sometimes swamps. Sometimes quite common. Found in Europe and widely distributed in North America. Season July-November in the East, November-February in California. Poisonous.