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Creamed Spinach Mac & Cheese

Ovalioekrg
This ultra-creamy Creamed Spinach Mac & Cheese combines tender elbow pasta, a velvety cheese sauce, and savory spinach for the ultimate comfort dish. Finished in the oven for a lightly golden top, it’s rich, cozy, and perfectly balanced for weeknights or gatherings.
Prep Time 15 minutes
Cook Time 30 minutes
Total Time 45 minutes
Course Main Course
Cuisine American
Servings 8 servings
Calories 520 kcal

Equipment

  • large pot
  • Whisk
  • 9×13-inch baking dish
  • colander
  • wooden spoon

Ingredients
  

  • 1 lb elbow macaroni
  • salt, for pasta water
  • 3 tbsp unsalted butter
  • 1 small onion, finely diced
  • 2 cloves garlic, minced
  • 3 tbsp all-purpose flour
  • 2 cups whole milk
  • 1 cup heavy cream
  • 0.5 tsp ground nutmeg
  • freshly ground black pepper, to taste
  • 10 oz frozen chopped spinach, thawed and well-drained
  • 4 cups shredded sharp cheddar cheese
  • 1 cup freshly grated Parmesan cheese
  • 1 tsp mustard powder (optional)
  • 0.5 cup panko breadcrumbs (optional)

Instructions
 

  • Preheat the oven to 375°F (190°C) and lightly grease a 9×13-inch baking dish.
  • Cook the elbow macaroni in salted boiling water until al dente. Drain and set aside.
  • In the same pot, melt the butter over medium heat. Add onion and garlic and sauté until soft and fragrant.
  • Sprinkle in the flour and cook for 1–2 minutes, stirring constantly, until lightly golden.
  • Slowly whisk in the milk and heavy cream, simmering gently until the sauce thickens and becomes smooth.
  • Season the sauce with nutmeg and black pepper, adjusting to taste.
  • Stir in the spinach, cheddar cheese, and Parmesan until melted and silky. Add mustard powder if using.
  • Fold the cooked macaroni into the cheese sauce until fully coated.
  • Transfer the mixture to the prepared baking dish and smooth the top.
  • Sprinkle panko breadcrumbs evenly over the top if using.
  • Bake uncovered for 25–30 minutes until bubbling and lightly golden.
  • Let rest for 5 minutes before serving for the best texture.

Notes

Grate cheese fresh for the smoothest sauce and drain spinach thoroughly to avoid excess moisture. Let the dish rest briefly after baking so the sauce thickens to the perfect consistency.
Keyword baked mac and cheese, comfort food pasta, creamed spinach mac and cheese, spinach mac and cheese