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Spinach and mushrooms make this macaroni and cheese a bit unusual, but delicious too!
Try to buy blocks of cheese rather than the pre-grated/crumbled ones. My rule of thumb: the less processed a food is, the better it tastes.


- 2 cups of elbow pasta, cooked
- 1 cup of 2% milk (I cut calories where it doesn't impact the taste)
- 10 button mushrooms sliced
- 1 cup of baby spinach
- 1/4 cup of the pasta cooking water
- 1 spring of scallion cut
- 1/4 cup of each of these cheeses, freshly grated: Parmesan, feta and mozzarella
- 2 tablespoons of bleu cheese 
- 2 slices of bacon, crumbled
- 6 saltine crackers, crumbled (again cutting the calories)
- 1 tablespoon of butter
- Black pepper, garlic powder an paprika to taste.

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Step 1:

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On a sauce pot melt the butter, add black pepper and garlic powder. Cook it for a few seconds. Add the milk and pasta water, bring to a simmer.

Meanwhile, layer the following in a deep baking dish:
- Cooked macaroni
- The cheeses
Mix it together.

Add the spinach, scallions and mushrooms, mix it.

Step 2:

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Pour the hot spiced milk over the macaroni/veggie mix.

- Bacon, saltines and parmesan cheese.

Finish it off with some black pepper and a sprinkle of paprika.

Step 3:

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Bake it for 12 minutes on a 375 degree oven. 

Serves 2 people or 2 meals.

20%cooler2 years ago
this is SOOO good! I doubled all the ingrediants and left out the mushrooms. if i were to remake, i would probably not add the blue cheese
nadialtbr (author)  20%cooler2 years ago
So glad you liked it!!! you could probably add any other cheese to replace the bleu cheese.
That sounds wonderful! I've never had it with spinach in it before, sounds like a great addition!
nadialtbr (author)  Penolopy Bulnick2 years ago
Thank you! I think any fun veggie could spice this up.
sunshiine2 years ago
I agree with your rule of thumb! This looks good. Thanks for sharing!
nadialtbr (author)  sunshiine2 years ago
Thank you!