Spinach Macaroni and Cheese

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 🙂

Yield: 6 servings

Prep Time: 30 min

Cook Time: 20 min

Spinach Macaroni & Cheese

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


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)

40 Responses to “Spinach Macaroni and Cheese”

  1. postedMar 21, 2011 3:24 AM
    Lauren @ KeepItSweet

    That looks so delicious! That would be a dangerous dish around here.

  2. postedMar 21, 2011 3:30 AM

    I love a good creamy stove-top mac and cheese, this looks fabulous!

  3. postedMar 21, 2011 3:36 AM

    love this way to sneak in veggies!

  4. postedMar 21, 2011 4:49 AM

    Mmmm tasty! I love the spinach addition. Great idea.

  5. postedMar 21, 2011 5:59 AM
    Erin A.

    That looks delish! I made cute little “Lasagna Bowls” this weekend and posted them today. Guess it was a pasta kind of weekend for us all!

    I adore mac n cheese. Yumm!

  6. postedMar 21, 2011 7:49 AM

    Oh yah!! Bring on the mac and cheese!!

  7. postedMar 21, 2011 8:01 AM

    I love the addition of spinach!

  8. postedMar 21, 2011 8:03 AM

    Those cheeses must make this so delicious!!

  9. postedMar 21, 2011 8:35 AM

    I love white cheddar cheese, and goat cheese, ok and gouda too!! I don’t think I’ve ever seen a mac n cheese that I didn’t like!

  10. postedMar 21, 2011 8:53 AM

    Yum! Who wouldn’t love this? Looks outrageously creamy, too. Delicious.

  11. postedMar 21, 2011 9:38 AM

    I love mac and cheese, especially with gouda…but the spinach, I’ve never thought to add something like that! Can’t wait to try it!

  12. postedMar 21, 2011 11:08 AM

    Clearly adding spinach makes this practically health food! 😉 Love it!

  13. postedMar 21, 2011 12:01 PM

    I like the addition of spinach – great way to add more vitamins to this comfort dish.

  14. postedMar 21, 2011 12:18 PM

    oh my goodness, this looks so creamy!!! perfection.

  15. postedMar 21, 2011 3:26 PM

    Yes please! What a great way to feel a little healthier while eating a great big bowl of luscious macaroni and cheese!

  16. postedMar 21, 2011 11:32 PM

    Wow, I never thought to add spinach! Looks decadent, Lori!

  17. postedMar 22, 2011 12:33 AM

    What a great way to sneak healthiness into a yummy winter dish!

  18. postedMar 22, 2011 2:57 AM

    Spinach is a great way to add the nutrition factor to a comforting dish of macaroni and cheese.

  19. postedMar 22, 2011 7:45 AM

    I love seeing a stovetop version…they are quickly becoming a favorite of mine. I enjoy the creamy consistency that is often lost with oven baking. Spinach…well, that makes it low cal right? 🙂

  20. postedMar 22, 2011 7:53 AM

    This is one of my favourite dishes. I love your step by step pics, just fab 🙂

  21. postedMar 22, 2011 7:59 AM

    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 🙂

  22. postedMar 22, 2011 8:23 AM

    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!!!

  23. postedMar 22, 2011 9:26 AM

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

  24. postedMar 22, 2011 3:21 PM

    Spinach and Mac? Perfect!

  25. postedMar 23, 2011 3:51 AM
    Amanda L. (Tales fro

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

  26. postedMar 23, 2011 6:17 AM

    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. : )

  27. postedMar 23, 2011 6:41 AM
    Erin A

    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!!! 😉

  28. postedMar 23, 2011 7:34 PM

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

  29. postedAug 1, 2011 4:02 PM
    Pat Hans

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

  30. postedApr 3, 2012 9:53 AM

    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.

  31. postedMay 31, 2012 7:54 AM

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

  32. postedJan 15, 2013 10:55 PM
    Donna B.

    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.

  33. postedDec 17, 2013 9:14 PM
    Karen KT

    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!)

    • postedDec 18, 2013 6:24 AM

      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.

  34. postedSep 27, 2014 8:26 PM

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

  35. postedSep 28, 2014 3:40 PM

    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!

  36. postedFeb 23, 2016 2:28 PM

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

    • postedMar 2, 2016 10:58 AM

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

  37. postedMay 21, 2016 6:49 AM

    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?

    • postedMay 31, 2016 8:02 PM

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

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