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spoon in mac and cheese casserole with some taken out
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4.5 from 2 votes

Spinach Mac and Cheese

I know, I know.  A mac and cheese casserole is old fashion and not too original, but who doesn't crave it once in awhile? Give in. This Spinach Mac and Cheese is creamy, cheesy delicious comfort food.
Prep Time20 mins
Cook Time20 mins
Total Time40 mins
Course: Main Course, Side Dish
Cuisine: American, Vegetarian
Servings (change as needed): 4 people
Author: Cheryl


  • 8 oz elbow macaroni - 2 cups I use 1/4-1/2 cup less to make the mac and cheese more saucy)
  • 2 cups frozen chopped spinach (or 4-5 cups fresh baby spinach, roughly chopped)
  • 3 tbsp butter
  • 2 tbsp flour
  • 2 cups whole milk (or 2% if preferred) (use 2% if preferred or any combination of milk - any type - and cream)
  • 1/2 tsp salt or more, to taste (depends on saltiness of cheese)
  • 1 tsp Dijon mustard (optional) prepared mustard is ok too
  • 3 cups shredded cheese. I use half American cheese (or gruyere) and half sharp cheddar cheese (I/2 cup will be used for topping)


  • HEAT OVEN TO 400F. Line 2 quart 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 the butter in the saucepan on medium heat. Add the flour and whisk to blend. Cook for 2 minutes. Add the milk. Whisk to blend, Add the salt and mustard (if using). Cook for about 5-7 minutes until thickened. Turn off the heat. Mix in 2 1/2 cups cheese, reserving remaining 1/2 cup of cheddar for topping.
  • COMBINE SAUCE AND MACARONI: Add cooked macaroni and spinach to cheese sauce. Mix to combine well. Transfer to 2 quart casserole. Sprinkle remaining 1/2 cup shredded cheese casserole. Note 1 for make ahead.
  • BAKE AND SERVE: Bake for 15-20 minutes until cheese is golden brown on top. Serve with slaw (or our fave), baked beans.


  1. Make Ahead: Before baking, you can cover the casserole and refrigerate for up to 2 days. Then bake when needed at 375F for 25 minutes.