Spinach Macaroni and Cheese
Recipe from Taste of the South



by 8  people


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Servings: 12
Prep Time: 15 mins
Total Time: 1 hr 5 mins
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Ingredients
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    2   tablespoons 
    olive oil
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    1/2  cup 
    chopped onion
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    8   ounces 
    fresh mushrooms, sliced
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    1   teaspoon 
    minced garlic
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    1  10  ounce package 
    frozen chopped spinach, thawed and squeezed dry
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    8   tablespoons 
    butter, divided
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    5   tablespoons 
    all-purpose flour
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    3   cups 
    milk
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    3   cups 
    shredded mozzarella cheese
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    1 1/4  cups 
    grated Parmesan cheese, divided
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    1 1/2  teaspoons 
    salt
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    1  16  ounce package 
    elbow macaroni, cooked according to package instructions
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    1   cup 
    fresh bread crumbs

Directions
1.
Preheat oven to 350 degrees. Lightly grease a 13 x 9 x 2-inch baking dish; set aside.
2.
In a large skillet, heat olive oil over medium-low heat. Add onion and cook, stirring occasionally, for 3 to 5 minutes, or until tender. Add mushrooms and garlic. Cook for 2 minutes, or until mushrooms are tender. Add spinach and cook until heated thoroughly. Remove from heat and set aside.
3.
In a large saucepan, melt 5 tablespoons butter over medium heat. Sprinkle flour over melted butter. Cook, stirring constantly, for 3 minutes.
4.
Gradually add milk, whisking to combine. Cook over medium heat, whisking constantly for approximately 15 minutes, or until mixture is thickened. Remove from heat. Add mozzarella, 1 cup Parmesan, and salt, stirring until melted.
5.
Spoon macaroni into a large bowl. Pour cheese mixture over macaroni. Add spinach mixture; stir. Spoon into prepared baking dish.
6.
Bake for 20 minutes.
7.
Meanwhile, in a small bowl, combine fresh bread crumbs, remaining 3 tablespoons melted butter, and remaining 1/4 cup Parmesan cheese. Remove macaroni from oven and sprinkle with bread-crumb mixture. Return to oven and bake for 5 minutes, or until top is lightly browned.
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