This comforting oven-baked dish features al dente penne mixed with golden mushrooms and wilted spinach. Everything is coated in a luxurious homemade white sauce enhanced with Dijon mustard and nutmeg. Topped with melted mozzarella and Parmesan, it creates a perfectly bubbly, golden crust.
There's something about a baking dish that makes pasta feel like an event. I discovered this creamy mushroom and spinach combination on a rainy Wednesday when I had cream, spinach, and mushrooms but no real dinner plan. One oven-baked experiment later, my kitchen smelled like a cozy Italian trattoria, and I realized I'd stumbled onto something that tastes like comfort in the best possible way.
I made this for my sister's first week in her new apartment when her kitchen still felt empty. Watching her take that first bite and close her eyes, I understood that sometimes the simplest baked pasta says everything words can't. She's made it three times since.
Ingredients
- Penne or rigatoni: The tube shapes catch sauce like little hands, so don't swap for long thin pasta unless you want a slippery situation.
- Cremini or button mushrooms: They stay firm through cooking and add an earthy sweetness that balances the cream beautifully.
- Fresh spinach: It wilts to almost nothing, which means you can add more than you think without overwhelming the dish.
- Onion and garlic: These build the foundation of flavor, so don't skip the step of cooking them properly until they're soft and golden.
- Unsalted butter: I use unsalted so I can control the salt myself, especially when there's cheese doing its thing in the sauce.
- All-purpose flour: This thickens the sauce into something that clings rather than pools at the bottom of the dish.
- Whole milk and heavy cream: The combination gives you richness without being so heavy it feels like a brick, and the cream prevents the sauce from breaking when it bakes.
- Dijon mustard: Just a teaspoon cuts through the richness with a whisper of tang that makes everything taste more like itself.
- Ground nutmeg: A quarter teaspoon is the secret that makes people ask what's in this, and the answer surprises them every time.
- Parmesan cheese: Split between sauce and topping so you get flavor throughout and a golden, crispy layer on top.
- Shredded mozzarella: This is your melting layer, the reason the top gets bubbly and golden.
Instructions
- Preheat and prepare:
- Set your oven to 200°C (400°F) and lightly grease your baking dish so nothing sticks. This takes two minutes but saves you fifteen minutes of scraping later.
- Cook the pasta:
- Get a large pot of salted water boiling, then add your pasta and cook it until just al dente—you want it slightly firm because it'll soften more in the oven. Drain and set it aside.
- Sauté the vegetables:
- Heat a large skillet over medium heat with a tablespoon of butter, then add your chopped onion and sliced mushrooms. Let them cook for 6 to 8 minutes until the mushrooms release their moisture and everything turns golden. You'll know it's right when the pan smells rich and the mushrooms have shrunk by half.
- Wilt the spinach:
- Mince your garlic, add it to the skillet, cook for just one minute until fragrant, then pile in all your spinach. It looks like too much until it collapses into glossy ribbons, which takes about two minutes. Remove everything and set aside.
- Build the sauce:
- In the same skillet, melt the remaining butter and stir in the flour, cooking for about a minute until it stops smelling raw and raw flour flavor disappears. Gradually pour in your milk and cream while whisking constantly so you don't get lumps, then let it simmer gently for 3 to 4 minutes until it thickens enough to coat the back of a spoon.
- Season the sauce:
- Stir in your mustard, nutmeg, and half the Parmesan, then taste and season with salt and pepper. This is where the sauce goes from good to something people remember.
- Combine everything:
- In a large bowl, fold together your cooked pasta, the mushroom-spinach mixture, and the warm sauce, then add half the mozzarella. You want everything evenly coated with no dry patches.
- Transfer and top:
- Pour the whole thing into your prepared baking dish and spread it level, then scatter the remaining mozzarella and Parmesan over the top. Don't be shy with the cheese—the golden, bubbly top is half the reward.
- Bake until golden:
- Bake for 20 to 25 minutes until the top is deep golden and bubbling around the edges. The exact time depends on your oven, so start checking around the 20-minute mark.
- Rest and serve:
- Let it cool for 5 minutes so it sets slightly and becomes easier to serve, then garnish with fresh parsley if you have it. Serve while it's still hot and creamy.
My daughter surprised me by asking for this on her birthday, which I didn't expect because she's usually a plain pasta person. That's when I realized this dish had become something we gather around, not just another Wednesday dinner.
The Mushroom Question
Cremini mushrooms are my preference because they hold their shape and develop a deep flavor when they sauté, but I've made this with regular button mushrooms and it's equally good—just slightly milder. If you want more earthiness, try a mix of cremini and oyster mushrooms, though expect slightly longer cooking time for the oysters. The key is slicing them all to the same thickness so they cook evenly and don't shed too much moisture into the pan.
Making It Your Own
This recipe is forgiving enough to welcome your preferences without falling apart. I've added crumbled bacon to feed my brother, stirred in sun-dried tomatoes for brightness, and even swapped the spinach for kale when that's what I had on hand. The creamy sauce is flexible enough to carry whatever vegetables feel right in the moment, as long as you cook them properly first so they release their moisture into the pan rather than into your finished dish.
Wine Pairing and Serving
A crisp white wine like Pinot Grigio or even a light Vermentino cuts through the richness and makes the meal feel intentional rather than heavy. I serve this straight from the baking dish onto warm plates, with a simple green salad on the side to balance the cream. Fresh bread for soaking up any extra sauce is non-negotiable in my house.
- If your oven runs hot, tent the baking dish with foil for the first 15 minutes to prevent the top from browning too fast.
- Leftovers reheat beautifully covered in foil at 180°C for about 15 minutes, and the flavors actually deepen overnight.
- This dish freezes well before baking if you want to prepare it ahead and pop it straight into the oven another night.
This pasta bake has become my answer to the question what should we make when we want something warm and no one wants to think too hard about dinner. It's the kind of recipe that improves with familiarity, where you stop following steps and start trusting your instincts.
Recipe FAQs
- → Can I use different pasta shapes?
-
Yes, rigatoni or penne are ideal, but other short shapes like fusilli work well to hold the sauce.
- → Can I make this gluten-free?
-
Simply substitute the regular pasta and all-purpose flour with gluten-free alternatives.
- → How do I prevent the sauce from curdling?
-
Keep the heat at a gentle simmer when adding the milk and whisk constantly to ensure a smooth texture.
- → Can I add protein to this?
-
Cooked chicken or bacon make excellent additions for a non-vegetarian version.
- → Can I freeze the leftovers?
-
Yes, you can freeze the assembled dish before baking. Thaw overnight in the fridge before cooking.
- → Is fresh spinach necessary?
-
Frozen spinach can be used if thawed and thoroughly squeezed to remove excess water.