Spinach Macaroni and Cheese

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For cheese-lovers, there is nothing on earth quite as satisfying as a dish of homemade macaroni and cheese.   I love to see a good mac n’ cheese on the menu when I’m out to dinner… with bacon, with lobster, with caramelized onions… with a zillion interesting cheeses combined and all melted and gooey.  It’s heaven on a diet-buster’s plate, which you’ve just gotta go for every once in a while, right?  Right.  The most recent issue of EveryDay Food (love this little magazine for quick dinner ideas) had a mac and cheese recipe that I fiddled with to create my own version:  Spinach Macaroni and Cheese.

Here’s the how-to:

Melt a little butter in a large skillet.

Saute very finely chopped onions. You don’t want big chunks of onions in your Mac n’ Cheese (& neither do your kids).

Whisk in flour. Don’t worry about the lumps… those will disappear as you cook the sauce.

Pour in milk. I used a combination of whole milk and 2%. You can’t cut down on the milk-fat too much or your sauce will not be so creamy.

Let it bubble away for a few minutes, whisking the whole time to get rid of any lumps. It should thicken up pretty nicely.

Add some Kosher salt…

and a good dose of freshly ground pepper too.

Now for the spinach. Pile spinach leaves on top of each other and slice them into thin strips. This will give you the added bonus of spinach without having to manage big clumps.

A couple of good stirs and the spinach is already wilted and incorporated.

Add 2 cups of desired cheese combination- I used Sharp White Cheddar, Smoked Gouda and Goat Cheese.

Stir in the cheese and it pretty much melts instantly.

Add cooked elbow pasta.

Stir it in there. Take a little taste and add more salt or pepper, if desired. Otherwise, it’s done!

Dish it out and eat it up!

I found this to be a great, family-friendly dinner in my house. You can always leave out the spinach, but my kiddo ate it up and loved it in his Mac & Cheese. I also used some cheeses that kids should be okay with… since my son wouldn’t let me use Swiss or Provolone or any other stinky cheeses. Any combination of your favorite cheeses should work just fine (as long as they’re not a low fat variety- those don’t melt very well at all). Loved this delicious, decadent Macaroni & Cheese recipe, and I think other cheese-lovers out there will like it too 🙂

Spinach Macaroni & Cheese

Play around with your favorite cheeses in this delicious comfort-food dinner...

Yield: 6 servings

Prep Time: 30 min

Cook Time: 20 min


3 Tablespoons unsalted butter
1/2 cup finely minced sweet onion
1/3 cup all-purpose flour
2 cups whole milk
2 cups 2% milk
kosher salt & freshly ground black pepper, to taste
4 cups spinach leaves (4.5 ounces), cut into 1/2-inch strips
1 cup shredded Sharp White Cheddar Cheese
2/3 cup shredded Smoked Gouda
1/3 cup crumbled goat cheese
3/4 pound elbow macaroni , cooked according to package instructions


1. In a large saucepan, melt butter over medium heat. Add onion and saute until softened, about 5 minutes. Whisk in flour until mixture is golden. Add whole milk, whisking constantly. Add 2% milk; raise heat to medium-high, bring to a boil and continue to whisk until sauce is smooth and thickened, 10 to 12 minutes. Add a sprinkle of salt and pepper.

2. Add spinach to sauce; give it a few stirs until spinach is wilted. Stir in cheeses until melted and well combined. Add cooked pasta and stir. Taste and add more salt and/or pepper, if desired. Serve immediately.


*To cut spinach leaves, stack leaves on top of each other and use knife to cut into 1/2-inch strips.
*Use any combination of cheeses you prefer- (no low fat versions)- for a total of 2 cups of cheese.

Source: RecipeGirl.com (Adapted from EveryDay Food)

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  • Hassan Gulzar wrote:

    May I know what could be other good combinations of cheese for this dish?

    • Lori Lange wrote:

      Fontina and Harvarti are also good melting cheeses for macaroni and cheese.

  • Karla wrote:

    How do you think it would turn out if I poured it into a casserole dish, sprinkled some panko crumbs on the top and broiled it for a few minutes? Or maybe baked it?

    • Lori Lange wrote:

      Sounds great, but I haven’t tried it that way!

  • Brenda wrote:

    Would thawed frozen spinach work? I want to make tthis tonight.

    • Lori Lange wrote:

      If you’re really good about squeezing the moisture out of the frozen, thawed spinach!

  • Chava wrote:

    I tried this tonight and loved it! I substituted soymilk for the 4 cups of 2% and whole milk to make it a bit less rich and it turned out great. I also added breadcrumbs on top to give it a crunch! I would definitely recommend the recipe!

  • Lynnette wrote:

    Asiago does not work it does not melt well. Gouda is good though.

  • Karen KT wrote:

    This looks like my dream dish! However, when I went to go shop for the ingredients today, I balked. Using the wonderful cheeses you suggest would make this a $15+ mac and cheese! yikes! Any suggestions for a mom on a TIGHT budget? (not Velveeta, though, please– I don’t buy it!)

    • Lori Lange wrote:

      Yes, mac and cheese can be expensive in general if you use good cheeses! Anything that melts well is great- havarti and a good cheddar would be my picks.

  • Donna B. wrote:

    We made this for my family of 6 tonight. All 4 of my kids 18, 15, 12 and 7 LOVED this version of homemade Mac n cheese. The cheeses I had on hand were shredded sharp cheddar, Velveeta and cream cheese, and it worked!!! Thank you so much. This will definitely be a popular dish with my family.

  • Gaby@GabHousewifeChronicles wrote:

    Hi! Thanks for sharing!! I cooked it and it tastes great!!!! I uploaded it on my blog.

  • Jessica wrote:

    This is a new favorite at my house, and I’ve made it several times. I also add in halved cherry tomatoes when I put in the spinach. The tomatoes give this a hint of sweetness which is just right. I’m going to make this AGAIN tonight. Mmmm.

  • Pat Hans wrote:

    Tried this recipe tonight, I also added some cauliflower and pinch of garlic powder. This was a hit !!

  • Aggie wrote:

    I’ll take mine with stinky cheese please! Love this Lori!

  • Erin A wrote:

    I really cannot wait to try this out. I Love mac n cheese and spinach. And it inspired me to make a good Spinach Artichoke dip with red bell pepper and hints of bacon for my blog post today! It’s National Chip & Dip day!!! 😉

  • Michelle wrote:

    Looks wonderful. I often add a handful of spinach to dishes like this because it seems to blend in so easily and the kids eat some greens with no complaints. : )

  • Amanda L. (Tales fro wrote:

    This looks delicious. And the spinach is just an added bonus!

  • Ayesha wrote:

    Spinach and Mac? Perfect!

  • Maris (In Good Taste wrote:

    I love the addition of spinach in this recipe. looks so craemy and delicious!

  • Alissa wrote:

    I literally was going to look up a mac and cheese recipe to make this Friday night. I think I’m making this one! 🙂 Thanks!!!

  • Kristen wrote:

    I’m loving it, what a great idea! I’ve done cauliflower and peas but not spinach. I’ll give that a try next. Thanks 🙂