Spinach Mac and Cheese (Old Fashioned Baked)

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4.9 from 31 votes

A reader comment:Excellent recipe and recommendations for variations as well! My version came out delicious!” Miss Coates

There’s no denying old-fashioned baked mac and cheese is an all-time favorite comfort food, and this spinach mac and cheese keeps everything creamy and cheesy about it – just made a little more nutritious. Give in to the craving!

spinach mac and cheese in casserole dish

In the old days, I used to make homemade mac and cheese with Kraft cheese slices. I’m not going to lie. It was darn good, but I have since graduated to real cheese which is less processed. I also add cooked spinach which doesn’t really change the taste much but adds a real nutritional boost.

What to expect

As old-fashioned macaroni and cheese recipes go, this is a good one, and it’s a fairly easy recipe. Here’s what you can expect:

  • A basic homemade cheese sauce made with real cheese.
  • Spinach added while boiling the macaroni, so there’s no extra pot to wash
  • Easily customizable – swap in broccoli, add sautéed onions or crumbled bacon, or turn this spinach mac and cheese into a full meal by adding a protein.
  • Make-ahead and freezer-friendly, so it’s easy to have ready for a weeknight or a holiday spread

Ingredients – tailored to your taste

  • Cheese: Sharp cheddar or mild cheddar cheese is most commonly used. Or a combo.
  • Macaroni: Elbow macaroni is traditional 
  • Cheese sauce: Cheese, milk, flour, butter, salt, pepper, and optional Dijon mustard (or Prepared mustard)
  • Spinach: Use fresh or frozen spinach.
  • Macaroni: Instead, use any short pasta such as orecchiette, penne, fusilli or rigatoni.
  • Spinach: Swap in broccoli florets (cook the same way as per the recipe).
  • Cheese: Try a combination of different cheeses such as gruyere, goat cheese, gouda, white cheddar, pepper jack, and Monterey Jack cheese. 
    • Cheese products: You can also use Kraft cheese slices or Velveeta. They will make a very creamy mac and cheese, but keep in mind they are cheese products – not real cheese – and highly processed.

Add-ins:

  • Sauté a cup of finely chopped onions in butter for a few minutes before adding the flour. (I use this one all the time). Sautéed mushrooms is another option. 
  • Add 4 ounces/112 grams cream cheese to the sauce mixture.
  • Add 2 tablespoons of pesto or fresh green onions 
  • Add 1/2 cup/27 grams chopped sundried tomatoes
  • Try 1 cup chopped cooked ham, cooked sausage or crumbled cooked bacon
  • Spice up the sauce with a little bit of cayenne pepper or a pinch of red pepper flakes
  • And yes, of course, you can leave out all of the above and just stick to a simple mac and cheese!

Lighten up the mac n cheese (lower fat and calories):

  • Skip the extra half-cup cheese on top
  • Use a lower-fat cheese
  • Use 2% milk instead of whole milk. 

Jazz it up with a panko topping:

  • Mix a 1/4 cup/12 grams panko or fresh breadcrumbs with a tablespoon of butter and 2 chopped green onions. Sprinkle over the top before baking.
  • Try sprinkling some Parmesan cheese on top before baking.

Make it a complete meal:

  • Feel free to add in shredded rotisserie chicken or diced cooked ham or sausage.

Step by step instructions

This is a visual overview. Detailed instructions are in the recipe card below.

macaroni and spinach draining in colander
Boil macaroni in a large pot of water, adding spinach in the last 3 minutes. Drain and set aside.
cheese sauce in pot with whisk.
Make white creamy sauce: melt butter, stir in flour, then milk. Add a dab of yellow mustard if you like.
Mix in cheeses, cooked macaroni and spinach, stirring to combine.
Spinach mac and cheese in casserole dish lined with parchment paper.
Transfer to an oil-sprayed baking dish (or line dish with parchment) and add remaining grated cheese on top.
Baked spinach mac and cheese casserole.
Bake 15-20 minutes at 400F/204C until top is bubbly and golden brown.

Tip

Make sure you remove the sauce from the heat before adding the cheese to avoid the cheese from separating and getting gritty.

Shortcuts

You will save several steps and time with these shortcuts:

  1. Add the spinach to the macaroni while boiling (instead of cooking them separately) – as per the recipe
  2. Buy pre-shredded cheese (use this in a pinch – grating fresh cheese is best for a smooth, flavorful sauce), You might need a little extra milk.
  3. Line the casserole dish with parchment paper (zero clean up!).
  4. Cut the time in half by skipping the baking step!

What to serve with creamy spinach mac and cheese

Southerners in the US typically serve mac and cheese as a side dish in their Thanksgiving spread. I serve it as a main dish, often with baked beans, a gift to my husband who thinks this is the only way to eat a mac and cheese casserole.

If you have an Instant Pot, these homemade Instant Pot baked beans are a great pairing. Or try one of these salads: tomato and onion salad or KFC coleslaw (copycat, no butternmilk).

Recipe FAQs

Why did my cheese sauce turn grainy?

Two common causes. First, adding cheese to the sauce while it’s still over the heat -remove the pan from the heat before stirring in the cheese. Second, using pre-shredded cheese, which is coated with anti-caking agents, can prevent it from melting smoothly. Grating your own cheese from a block gives the creamiest result.

Can I make this spinach mac and cheese ahead of time or freeze it?

Yes to both. To make ahead, assemble the casserole up to the point of baking, cover, and refrigerate for up to 2 days. Bake uncovered at 375F/190C for 25 minutes when ready. To freeze, assemble the casserole unbaked, then bake straight from frozen at 350F/177C for 1 to 1¼ hours, checking that the center is hot before serving.

Does the spinach make the mac and cheese healthy?

Spinach doesn’t change the fact that cheese is high in fat and sodium, but it does add 8 times the vitamin A, 3 times the fiber and nearly double the potassium – with no extra calories. So yes, it’s a healthier take on classic mac and cheese, especially if you also cut back the cheese a bit and add more veggies.

Can I use fresh spinach instead of frozen?

Yes. Use 4-5 cups (~120-150g) fresh baby spinach in place of the 2 cups (340g) frozen chopped spinach. Add it to the boiling pasta water in the last 3 minutes, same as the frozen version.

How long do leftovers keep and how do I reheat them?

Leftovers keep in an airtight container in the fridge for up to 3-4 days. Reheat individual portions in the microwave, or cover with foil and warm in a 350F/177C oven until heated through.

spoon scooping baked spinach mac and cheese from casserole dish.

More cheesy pasta recipes

Vegetarian mac and cheese recipes (with a twist)

If you make this recipe, let us know how it went! A rating & comment below mean a lot to us.

spinach mac and cheese in casserole dish
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4.91 from 31 votes

Spinach Mac and Cheese

Old-fashioned comfort food with a nutritional boost – elbow macaroni and spinach in a creamy homemade cheese sauce, baked until golden on top.
Prep Time20 minutes
Cook Time20 minutes
Total Time40 minutes
Course: Main Course, Side Dish
Cuisine: American, Vegetarian
Servings: 6 (or 4 large portions)

Ingredients

  • 8 ounces elbow macaroni ~2 cups, Note 1 I use 1/4-1/2 cup (28-56 grams) less to make the mac & cheese more saucy)
  • 2 cups frozen chopped spinach (or 4-5 cups fresh baby spinach, roughly chopped)
  • 3 tablespoon butter
  • 2 tablespoon all purpose flour
  • 2 cups whole milk (or 2% if preferred for a lighter option)
  • 1/2 teaspoon salt or more, to taste (depends on saltiness of cheese)
  • 1 teaspoon Dijon mustard (optional) (or Prepared Mustard)
  • 1 teaspoon black pepper (optional)
  • 3 cups (12 oz) shredded cheese. I use half American cheese (or gruyere) and half sharp cheddar cheese, Note 2 (reserve I/2 cup (2 oz, 170g) for topping)

Instructions

  • HEAT OVEN TO 400F/204C. Line 2 quart (2 liter) casserole with parchment paper (for easy cleanup) or spray casserole dish with oil.
  • BOIL MACARONI AND SPINACH: Bring salted water to a boil in a large saucepan and add macaroni. Cook as per package directions. 3 minutes before macaroni is cooked, add frozen or fresh chopped spinach. This will slow the boil, so increase heat to medium high to finish cooking pasta to al dente which is what you want. Drain in colander and set aside.
  • MAKE CHEESE SAUCE: Heat butter in medium-large saucepan on medium heat. Add flour and whisk to blend. Cook for 2 minutes. Add milk. Whisk to blend. Add salt and mustard (if using). Cook for about 5-7 minutes until thickened. Turn off heat. Mix in 2 1/2 cups (~280g) cheese, reserving remaining 1/2 cup (56g) of cheddar for topping.
  • COMBINE SAUCE AND MACARONI: Add cooked macaroni and spinach to cheese sauce. Mix to combine well. Transfer to 2 quart/2 liter casserole. Sprinkle remaining 1/2 cup/56 grams shredded cheese on top of casserole.
  • BAKE AND SERVE: Shortcut, Note 1. Bake for 15-20 minutes until cheese is golden brown on top. Serve with slaw, baked beans or tomato salad.
    SHORTCUT: Skip baking the mac and cheese and serve the creamy pasta from the pot. 

Recipe Notes

  1. Macaroni substitutes: Use any short pasta such as orecchiette, penne, fusilli or rigatoni.
  2. Cheese options
    • Try any combination of cheeses such as gruyere, goat cheese, gouda, white cheddar, pepper jack, and Monterey Jack cheese. 
    • Cheese products: You can also use Kraft cheese slices or Velveeta. They will make a very creamy mac and cheese, but keep in mind they are cheese products – not real cheese – and highly processed.
  3. Variations – add-ins
    • Sauté a cup of finely chopped onions in butter for a few minutes before adding the flour. (I use this one all the time). Sautéed mushrooms is also good. 
    • Add 2 tablespoons of pesto or fresh green onions 
    • Add 1/2 cup chopped sun-dried tomatoes
    • Add 1 cup chopped cooked ham, cooked sausage or crumbled cooked bacon for a complete meal.
    • Instead of spinach, try broccoli florets (cook the same way as per the recipe). 
    • And yes, of course, you can leave out all of the above and just stick to a simple mac and cheese.
  4. Lighter version (lower cal, lower fat)
    • Lighten up the mac and cheese casserole (lower fat and calories) by:
      • Skip the extra half-cup cheese on top
      • Use a lower-fat cheese
      • Use 2% milk instead of whole milk. 
  5. Panko topping option
      • Mix 1/4 cup (15 grams) panko or bread crumbs with a tablespoon of butter and 2 chopped green onions.  Sprinkle over the top before baking.
      • Or sprinkle some Parmesan cheese on top before baking.
  6. Make Ahead:
    • Before baking, you can cover the casserole and refrigerate it for up to 2 days. Then bake the spinach mac and cheese when needed at 375F/190C for 25 minutes.
    • You can also freeze the unbaked mac and cheese casserole, then bake it (from frozen) at 350F/177C for 1-1 1/4 hours. Check the middle to see if it’s hot.
 
Nutrition values are estimates and will depend on the cheeses and add-ins used. 

Nutrition

Calories: 482kcal | Carbohydrates: 37g | Protein: 24g | Fat: 27g | Saturated Fat: 17g | Trans Fat: 1g | Cholesterol: 81mg | Sodium: 682mg | Potassium: 435mg | Fiber: 3g | Sugar: 6g | Vitamin A: 6919IU | Vitamin C: 3mg | Calcium: 579mg | Iron: 2mg
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4.91 from 31 votes (28 ratings without comment)

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7 Comments

  1. 5 stars
    Excellent recipe and recommendations for variations as well! My version came out delicious! I included sautéed sweet onions, and mushrooms in garlic, olive oil & Worcestershire sauce, plus added fresh chopped cooked spinach, broccoli, to the three cheese sauce & baked it with both fusilli & penne pasta. I topped it off with panko bread crumbs prior to baking. Thank you for sharing 🙏🏼 😇🔥🌿👍🏼!!

  2. 5 stars
    Absolutely delicious !!!!!! I halved the recipe and ate the whole thing myself !!! such a satisfied “Piggie” I am !!!

    1. Too funny. Hey, we all have to indulge once in a while! And the spinach is healthy, right? ? Glad you enjoyed it Wendy.