Baked Pasta with Spinach and Cheese

Macaroni and Cheese is definitely a fan favorite in our house, although my kids prefer the kind made out of a box that sits on the shelf in the pantry.  Ok, yes, I have to admit, in a pinch it is not bad – but definitely not something I would choose to eat.  Mac-n-cheese is not just for kids though – you can definitely find it on the menu of trendy restaurants, but usually they have some fancy type of ingredient mixed in to make it “different” – like truffles – and yes, who wouldn’t fall in love with truffled macaroni and cheese?  Believe me, I have – and it is incredible.  The crazy thing, my daughter was the one that ordered it, and she couldn’t get enough – this was after she complained that she didn’t want truffles in her macaroni and cheese – she just wanted it plain.  I was actually hoping she didn’t like it – more for me!

Whenever I find a mac-n-cheese recipe in one of my many food magazines I read, unless it has seafood in it (because of my allergy), it automatically goes into the “make me” pile in the pantry.  I would say that I am batting at least a 500 when it comes to the “adult” versions with my kids.  I saw this recipe in Cooking Light, and even with the spinach, I decided I might have a chance.  The final product was not a home run with the kids – but after I ate their spinach – they at least ate the noodles, and loved the topping.  As for me – I loved it, the fresh lemon zest gave it a real unique flavor, and the spinach made it colorful as well as giving it a little extra nutritional value. It was a mild cheese sauce, which is probably why the kids did so well with it.  So, if you are not into mild sauces, make sure you use a fresh and potent parmesan.  But, if you are looking for a substitute for the box on the shelf, this is definitely a great option…


  • 10 ounce casarecce pasta or fusilli (short twisted spaghetti)
  • 1 (5-ounce) package fresh baby spinach
  • 1 tablespoon olive oil
  • 4 cups chopped onion
  • 1.1 ounces all-purpose flour (about 1/4 cup)
  • 4 garlic cloves, minced
  • 2 1/2 cups 1% low-fat milk
  • 1/2 cup dry white wine
  • 1 cup (4 ounces) grated Parmigiano-Reggiano cheese, divided
  • 3/4 teaspoon salt
  • 1/4 teaspoon grated lemon rind
  • 1/2 teaspoon black pepper
  • Cooking spray
  • 3/4 cup panko (Japanese breadcrumbs), divided


Preheat oven to 350°.

Cook pasta in boiling water for 8 minutes or until almost al dente, omitting salt and fat. Remove from heat; stir in spinach. Let stand for 2 minutes or until spinach wilts. Drain pasta mixture well.

Heat a large nonstick skillet over medium heat. Add olive oil to pan; swirl to coat. Add onion; cook 15 minutes or until golden brown, stirring frequently. Weigh or lightly spoon flour into a dry measuring cup; level with a knife. Add flour and garlic; cook 1 minute, stirring constantly with a whisk. Gradually add milk and wine; cook 8 minutes or until sauce boils and thickens, stirring constantly. Stir in 3/4 cup cheese, salt, and rind. Remove from heat; stir in pepper. Add pasta mixture to onion mixture, and toss gently to coat.

Spoon the pasta mixture into a 13 x 9-inch glass or ceramic baking dish coated with cooking spray. Sprinkle half of panko breadcrumbs over pasta, and top evenly with remaining 1/4 cup cheese. Sprinkle the remaining half of panko breadcrumbs over cheese. Bake at 350° for 50 minutes or until browned and bubbly.

Serves 6

For a printer-friendly version of this recipe, please click here:  Baked Pasta with Spinach and Cheese

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12 thoughts on “Baked Pasta with Spinach and Cheese

  1. Looks great! Mac-n-Cheese is a staple with my kids as well. So far I haven’t been able to get them to eat an adult version. I’ll have to give this one a shot.

  2. Great site and wonderful recipes. Mac and cheese is my food of choice if stranded on a desert island. Looking at the photo I would’ve sworn this had heavy cream, but low fat milk is good, and veggies.

    1. Yes, that is correct – it is about 2 medium onions. The onions definitely give it a really nice flavor – I minced mine up very small so my girls wouldn’t notice them as much.

  3. This looks similar to the mac and cheese I like to make sometimes! I always manage to have extra spinach around the house for some reason, so I tend to throw it in everything I can, including my mac and cheese. I love it!

    I also gave your blog an award, please do stop by my blog to accept it!

  4. I made this last night for dinner and it was good. I’m more of the saucy side when it comes to dishes but overall flavors were there and it tasted healthy haha. Thank you for sharing the recipe.

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