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spinach mac and cheese in casserole dish
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4.87 from 22 votes

Spinach Mac and Cheese

Mac and cheese might be old school, but face it, as the ultimate comfort food, it's hard not to get the occasional craving. Give in. This spinach mac and cheese is creamy, cheesy and delicious. With some added nutrition. 
Prep Time20 mins
Cook Time20 mins
Total Time40 mins
Course: Main Course, Side Dish
Cuisine: American, Vegetarian
Servings (change as needed): 6 (or 4 large portions)
Author: Cheryl


  • 8 ounce 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 tablespoon butter
  • 2 tablespoon flour
  • 2 cups whole milk (or 2% if preferred) (use 2% if preferred or any combination of milk - any type - and cream)
  • 1/2 teaspoon salt or more, to taste (depends on saltiness of cheese)
  • 1 teaspoon Dijon mustard (optional) prepared mustard is ok too
  • 3 cups (338g, 12 oz) shredded cheese. I use half American cheese (or gruyere) and half sharp cheddar cheese (I/2 cup (2 oz, 170g) will be used for topping)


  • HEAT OVEN TO 400F/204C. 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 butter in 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 casserole. Sprinkle remaining 1/2 cup shredded cheese casserole.
  • BAKE AND SERVE: Bake for 15-20 minutes until cheese is golden brown on top. Serve with slaw, baked beans or tomato salad.


  1. Variations and Substitutes
    • Cheese
      • Options are sharp cheddar, gruyere, goat cheese, gouda, Monterey cheese. Or a combination of two cheeses.
      • You can, of course, 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
      • Saute a cup of finely chopped onions in butter for a few minutes before adding the flour. (I use this one all the time). Sauteed mushroom is another option. 
      • Add 2 tablespoons of pesto or fresh green onions 
      • Add 1/2 cup chopped sundried tomatoes
      • Try 1 cup chopped cooked ham, cooked sausage or crumbled cooked bacon
      • 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.
    • Lighter version (lower cal, lower fat)
      • Lighten up the mac and cheese casserole (lower fat and calories) by:
        • skipping the extra half cup cheese on top
        • using a lower fat cheese
        • using 2% milk instead of whole milk. 
    • Pasta
      • Elbow macaroni, orecchiette, penne, fusilli and rigatoni 
    • Panko topping (optional)
      • Mix a 1/4 cup panko or bread crumbs with a tablespoon of butter and 2 chopped green onions.  Sprinkle over the top before baking.
  2. Make Ahead: Before baking, you can cover the casserole and refrigerate for up to 2 days. Then bake the spinach mac and cheese when needed at 375F/190C for 25 minutes.
Nutrition values are estimates and will depend on cheeses  and add-in used. 
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