Creamed Spinach Mac and Cheese

No problem eating greens with this creamed spinach mac and cheese! This dish is a dreamy, cheesy macaroni bake packed with tons of fresh baby spinach, offering the ultimate comfort food experience with a delicious, nutritious twist. It’s super comforting, incredibly flavorful, and a genius way to enjoy your vegetables.

Why You Will Love This Recipe

This recipe is a masterful mash-up of two beloved comfort foods, creating something greater than the sum of its parts. The creamy, garlicky spinach sauce, enriched with a trio of luxurious cheeses, clings perfectly to every bite of pasta. It transforms a whole pound of fresh spinach into an irresistible, silky component that even picky eaters will adore. Topped with a crispy, crunchy finish, it’s a show-stopping side or satisfying main course that feels both indulgent and wholesome.

Ingredients

  • 1 pound short-cut pasta (like cavatappi, elbow, or shells)
  • 4 tablespoons unsalted butter
  • 1 large sweet onion, diced
  • 3 garlic cloves, minced
  • Pinch of salt and pepper
  • 4 tablespoons all-purpose flour
  • ¼ teaspoon freshly ground nutmeg
  • 12 ounces fresh baby spinach
  • 2 ½ cups whole milk
  • 12 ounces fontina cheese, freshly grated
  • 6 ounces white cheddar cheese, freshly grated
  • 2 ounces Parmesan cheese, freshly grated
  • ½ cup crispy fried onions or breadcrumbs, for topping
Creamed Spinach Mac and Cheese

Step-by-Step Instructions

  • 1. Prep & Preheat: Preheat your oven to 350°F (175°C). Cook the pasta in a large pot of salted boiling water according to package directions until al dente. Drain and set aside. Toss the grated fontina, cheddar, and Parmesan cheeses together in a bowl.
  • 2. Sauté Aromatics: In a large, oven-safe pot or Dutch oven, melt the butter over medium-low heat. Add the diced onion and minced garlic with a pinch of salt and pepper. Cook, stirring often, for about 5-7 minutes, until the onions are soft and translucent.
  • 3. Make the Roux: Sprinkle the flour over the onion mixture and stir constantly to create a roux. Cook for 2-3 minutes until it turns a light golden color and smells slightly nutty.
  • 4. Create the Cream Sauce: Very slowly pour in the milk while whisking constantly to avoid lumps. Continue to cook and whisk until the sauce thickens and comes to a gentle simmer. Stir in the freshly grated nutmeg.
  • 5. Wilt the Spinach: Add the massive pile of fresh baby spinach to the pot. It will seem like too much, but stir continuously. The spinach will wilt dramatically within a few minutes. Cook until it’s fully softened and incorporated into the sauce.
  • 6. Combine Cheese & Pasta: Remove the pot from the heat. Stir in almost all of the mixed grated cheeses, reserving a small handful for the top. Add the drained pasta and toss everything together until the pasta is evenly coated in the creamy, cheesy spinach sauce.
  • 7. Top & Bake: Sprinkle the reserved cheese over the top, followed by the crispy onions or breadcrumbs. Transfer the pot to the preheated oven and bake for 30-35 minutes, until the top is golden brown and the cheese is bubbly.
  • 8. Serve: Let it cool for 5-10 minutes before serving. This allows the sauce to thicken slightly for perfect scooping.

Expert Tips / Pro Tips

  • Freshly Grate Your Cheese: Pre-shredded cheese contains anti-caking agents that can make your sauce grainy. For the smoothest, creamiest melt, always grate your cheese from a block.
  • Don’t Overcook the Pasta: Cook the pasta just to al dente. It will continue to cook and absorb sauce in the oven, preventing it from becoming mushy.
  • Use an Oven-Safe Pot: Making the sauce and baking in the same Dutch oven saves on dishes and ensures even heating.
  • Taste for Seasoning: Before adding the pasta, taste your spinach sauce and adjust the salt and pepper as needed. The cheese will add saltiness, so season the base well.

Variations & Substitutions

  • Pasta: Any short, sturdy pasta works great. Try cavatappi, rigatoni, penne, or medium shells.
  • Cheese: Can’t find fontina? Substitute with Gruyère, Gouda, or more white cheddar. For a sharper bite, use all aged cheddar.
  • Greens: Swap half the spinach for chopped kale (remove tough stems) or Swiss chard.
  • Protein: Add 2 cups of diced cooked ham, chicken, or crispy bacon for a heartier main dish.
  • Topping: Use panko breadcrumbs tossed with melted butter, crushed Ritz crackers, or even crushed pretzels instead of fried onions.

Serving Suggestions

Serve this mac and cheese as a magnificent main dish with a simple side salad dressed with a bright vinaigrette to cut through the richness. As a side dish, it pairs beautifully with roasted chicken, baked ham, meatloaf, or seared steak. It’s also the ultimate potluck or holiday table showstopper.

Storage, Freezing & Reheating

  • Storage: Cool completely and store in an airtight container in the refrigerator for up to 4 days.
  • Freezing: Assemble and bake as directed. Let cool completely, then portion into freezer-safe containers. Freeze for up to 2 months. Thaw in the fridge overnight before reheating.
  • Reheating: Reheat individual portions in the microwave with a splash of milk. For larger amounts, reheat in a covered baking dish at 350°F for 20-25 minutes, or until hot throughout. Add a foil cover if the top is browning too quickly.

Nutrition Information

Per serving (1 of 8), estimated.

  • Calories: ~580 kcal
  • Carbohydrates: 55g
  • Protein: 28g
  • Fat: 28g
  • Saturated Fat: 16g
  • Cholesterol: 85mg
  • Sodium: 650mg
  • Fiber: 4g
  • Sugar: 8g

Note: Nutrition is an estimate. Values will vary based on specific ingredients and brands used.

Creamed Spinach Mac and Cheese

Creamed Spinach Mac and Cheese

No problem eating greens with this creamed spinach mac and cheese! This dish is a dreamy, cheesy macaroni bake packed with tons of fresh baby spinach for the ultimate comfort food.
Prep Time 40 minutes
Cook Time 30 minutes
Total Time 1 hour 10 minutes
Servings: 8 servings
Course: Main Course, Side Dish
Cuisine: American
Calories: 580

Ingredients
  

Pasta & Base
  • 1 lb short-cut pasta like cavatappi or elbows
  • 4 Tbsp unsalted butter
  • 1 sweet onion diced
  • 3 cloves garlic minced
  • salt and pepper to taste
  • 4 Tbsp all-purpose flour
  • 1/4 tsp freshly ground nutmeg
  • 12 oz fresh baby spinach
  • 2 1/2 cups whole milk
Cheeses
  • 12 oz fontina cheese freshly grated
  • 6 oz white cheddar cheese freshly grated
  • 2 oz parmesan cheese freshly grated
  • 1/2 cup crispy fried onions or breadcrumbs for topping

Equipment

  • Large Oven-Safe Pot or Dutch Oven
  • Box Grater
  • Whisk

Method
 

  1. Preheat the oven to 350°F. Cook the pasta in salted boiling water until al dente. Drain and set aside.
    1 lb short-cut pasta
  2. In a large oven-safe pot, melt the butter over medium-low heat. Add the onion and garlic with a pinch of salt and pepper. Cook until softened, about 5-7 minutes.
    4 Tbsp unsalted butter, 1 sweet onion, 3 cloves garlic, salt and pepper
  3. Sprinkle the flour over the onions to make a roux. Cook for 2-3 minutes, stirring, until golden and nutty.
    4 Tbsp all-purpose flour
  4. Slowly stream in the milk while whisking constantly until the sauce thickens. Stir in the nutmeg.
    2 1/2 cups whole milk, 1/4 tsp freshly ground nutmeg
  5. Add all the fresh spinach and stir until it completely wilts and softens into the sauce.
    12 oz fresh baby spinach
  6. Remove from heat. Stir in almost all of the mixed grated cheeses (reserve some for topping), then add the cooked pasta and toss to combine.
    12 oz fontina cheese, 6 oz white cheddar cheese, 2 oz parmesan cheese, 1 lb short-cut pasta
  7. Sprinkle the top with the reserved cheese and the crispy onions. Bake for 30-35 minutes until golden and bubbly. Let cool for 5-10 minutes before serving.
    1/2 cup crispy fried onions or breadcrumbs

Notes

Make-Ahead Tip: Assemble the dish up to the baking step, cover, and refrigerate for up to 24 hours. Bake from cold, adding 10-15 minutes to the baking time.

FAQ

Can I use frozen spinach instead of fresh?

Yes. Use two 10-ounce packages of frozen chopped spinach, completely thawed and squeezed very dry in a clean kitchen towel to remove all excess moisture. Add it to the sauce after the milk has thickened.

My sauce seems too thick. What can I do?

The pasta will absorb sauce as it bakes. If it seems too thick before adding the pasta, simply whisk in a little extra milk, ¼ cup at a time, until it reaches your desired consistency.

Can I make this vegetarian?

This recipe is naturally vegetarian. Ensure your cheeses are made with vegetarian rennet if that is a concern.

I don’t have an oven-safe pot. How can I bake this?

No problem. After combining everything in your regular pot, transfer the mixture to a greased 9×13-inch baking dish. Top with cheese and crispy onions, then bake as directed.

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