Cremini and Spinach Cheesy Ditalini Skillet

I love a good skillet mac and cheese. Featuring loads of spinach and caramelized cremini mushrooms baked up with ditalini pasta in a lusciously creamy sauce.

• Preparation Time: 25 mins
• Cooking Time: 50 mins
• Total Time: 1 hr 15 mins
• Calories: 420 Calories

Ingredients

• 2 tablespoons all-purpose flour
• 3 cups milk
• 3 tablespoons unsalted butter
• 1 cup shredded mozzarella cheese
• 1 teaspoon garlic powder
• ½ teaspoon red pepper flakes
• 4 sprigs fresh thyme
• 2 cloves garlic, pressed
• sea salt and ground black pepper to taste
• 1 teaspoon dry mustard powder
• 1 medium yellow onion, diced
• 2 medium shallots, diced
• 1 (8 ounce) package fresh spinach
• ⅔ cup panko bread crumbs
• 1 cup shredded extra-sharp Cheddar cheese
• sea salt and ground white pepper to taste
• 1 tablespoon extra-virgin olive oil, or more to taste
• 1 (8 ounce) package sliced cremini mushrooms
• 3 cups ditalini pasta
• 1 tablespoon grated Grana Padano cheese, plus more for serving
• ¼ teaspoon fresh thyme leaves, plus more for serving
• ½ teaspoon chopped fresh parsley, or more to taste

Recipe Instructions

Step 1

Preheat the oven to 375 degrees F (190 degrees C).

Step 2

Bring a large pot of lightly salted water to a boil. Cook ditalini in the boiling water, stirring occasionally, until not quite done, about 9 minutes (it will continue to cook in the oven.) Strain and set aside.

Step 3

In the meantime, melt butter in a 12-inch cast iron skillet over medium heat. Add pepper flakes and garlic powder; let bubble for about 1 minute. Add onion, shallots, and a good pinch of salt and pepper; cook and stir until onion is translucent, about 5 minutes. Add mushrooms, thyme sprigs, and another generous pinch of salt and pepper; cook for 3 more minutes.

Step 4

Add spinach and another pinch of salt; cover and cook until spinach has wilted, 2 to 3 minutes. Add flour and mustard powder; stir until it has been fully absorbed. Cook and stir for 1 more minute.

Step 5

Slowly pour in milk, making sure to scrape the bottom for any crusty bits; continue until all of the milk has been absorbed. Bring to a boil. Reduce heat to medium-low and continue to stir until the rapid bubbling stops. Cover and simmer for 10 minutes.

Step 6

Remove the sauce from the heat. Pluck out and discard the thyme sprigs. Stir in Cheddar and mozzarella cheeses. Fold in cooked ditalini until everything is nice and combined.

Step 7

Whisk bread crumbs, garlic, 1 tablespoon Grana Padana cheese, thyme leaves, and a good pinch of salt and pepper for topping together in a bowl. Add 1 tablespoon olive oil at a time, working it into the crumbs until they are moistened and crumbly. Sprinkle over the skillet.

Step 8

Bake in the preheated oven until bubbly and golden on top, 20 to 25 minutes. Remove from the oven and set on a wire rack.