Melt 1 Tbsp. butter in large skillet on medium-high heat.
Add mushrooms; cook 6 min. or until tender, stirring frequently.
Meanwhile, melt 2 Tbsp. of the remaining butter in medium saucepan on medium heat.
Whisk in flour; cook and stir 1 min. Gradually whisk in milk, then sour cream; cook 4 min. or until thickened, stirring constantly. Stir in shredded cheese and pepper; cook 1 min. or until cheese is melted.
Grease 3-qt. casserole with remaining butter.
Layer 1/3 each of the potatoes and mushrooms in casserole; repeat layers twice. Cover with cheese sauce.
Sprinkle with Parmesan; cover.
Bake 1-1/2 hours or until potatoes are tender and top is golden brown, uncovering after 1 hour.