This is a baked mac and cheese that pulls double duty as a complete meal. Ground beef, chopped spinach, and a roux-based cheese sauce go into one casserole dish, and what comes out feeds four people without needing a side. It takes about an hour start to finish, but most of that time is hands-off oven time.
The short version of why this works
Two things make this recipe succeed where similar dishes fall flat. First, the roux — butter and flour cooked together before any liquid is added — gives the cheese sauce a stable base that won’t break or turn grainy in the oven. Second, using a mix of chicken stock and whole milk instead of all milk keeps the sauce fluid enough to coat every piece of pasta without becoming heavy or gluey. The stock adds a savory backbone that pure milk can’t. Get those two steps right and the rest follows.
Mistakes to avoid
- Adding cheese to sauce that’s too hot: If the sauce is at a rolling boil when you add the mozzarella and cheddar, the proteins seize and the sauce turns stringy. Pull the pan off the heat for 30 seconds, then stir in the cheese.
- Skipping the al dente step: Pasta that’s fully cooked before baking will be mushy by the time it comes out of the oven. Pull it two minutes early — it finishes cooking in the sauce.
- Not draining the beef fat: A quarter pound of ground beef doesn’t produce a lot of fat, but leaving it in the pan will make the final dish greasy. Tip the pan and spoon it off before mixing the beef into the sauce. Ground beef should reach 160°F (71°C) internal temperature — cook it through completely, no pink.
- Piling on too many breadcrumbs: A thin, even layer browns and crisps. A thick layer stays pale and soft in the middle. One cup spread over a standard casserole dish is enough — skip adding extra, it’s not worth it.
- Covering the dish while baking: A foil cover traps steam and softens the breadcrumb topping. Bake uncovered the full 15–20 minutes so the top actually crisps.
Leftovers and meal prep
This dish holds up well in the fridge for up to four days in an airtight container, which makes it a practical option to cook once and eat across the week. Portion it into individual containers right after it cools — reheating single servings is faster and the topping stays crisper than if you reheat the whole dish. To reheat, add a tablespoon of milk per portion before microwaving to loosen the sauce, or warm it covered in a 350°F oven for 15 minutes then uncover for the last 5. For freezing, skip the breadcrumb topping before freezing and add fresh breadcrumbs when you reheat from frozen — frozen breadcrumbs turn soggy. The assembled casserole (without topping) freezes well for up to two months; thaw overnight in the fridge before reheating.
Baked Mac and Cheese with Ground Beef & Spinach
Equipment
Ingredients
- 1 pound elbow macaroni - 450g
- 2 cups whole milk - 480ml
- 4 oz sharp cheddar cheese - shredded, about 1 cup / 113g
Instructions
- Preheat oven to 375°F / 190°C (170°C fan-forced). Lightly grease a 9×13 inch (23x33cm) casserole dish and set aside.
- Bring a large pot of salted water to a boil. Cook 1 pound (450g) elbow macaroni according to package directions until al dente — about 1 minute less than the suggested time, since it will continue cooking in the oven. Drain and set aside.1 pound elbow macaroni, 1 teaspoon salt
- In a skillet over medium-high heat, brown the ground beef, breaking it into small crumbles with a wooden spoon, about 5–6 minutes. Season with salt, pepper, garlic powder, and oregano to taste (approximately ½ teaspoon each). Drain any excess fat and set the beef aside.1/4 pound ground beef (minced beef), 1 teaspoon salt, 1 teaspoon ground black pepper, 1 teaspoon garlic powder, 1 teaspoon oregano
- In a large saucepan over medium heat, melt 3 tablespoons (42g) butter. Add the flour and whisk constantly for 1–2 minutes until the roux turns a light golden colour and smells slightly nutty.3 tablespoons butter, 1/4 cup all purpose flour (plain flour Australia and UK)
- Add the sliced green onions and chopped garlic to the roux. Cook, stirring, for about 1 minute until fragrant and slightly softened.3 stalks green onions (scallions or green shallots), 4 cloves garlic
- Slowly pour in the chicken stock and whole milk while whisking continuously to prevent lumps from forming.1 cup chicken stock (chicken broth or chicken bouillon), 2 cups whole milk
- Increase the heat to medium-high and bring the sauce to a gentle boil, whisking frequently. Let it simmer for 3–4 minutes until it thickens enough to coat the back of a spoon.
- Remove the saucepan from the heat. Add the shredded mozzarella and cheddar cheese in two additions, whisking after each until fully melted and smooth. The residual heat will melt the cheese — keeping it off the burner prevents the sauce from breaking.8 oz mozzarella cheese, 4 oz sharp cheddar cheese
- Add the drained macaroni, seasoned ground beef, and chopped spinach to the cheese sauce. Fold everything together until evenly combined. Pour the mixture into the prepared casserole dish and spread it out evenly. Sprinkle the grated Parmesan and panko breadcrumbs evenly over the top.1 pound elbow macaroni, 1/4 pound ground beef (minced beef), 3 cups spinach, 1/4 cup Parmesan cheese, 1 cup panko breadcrumbs
- Bake uncovered at 375°F / 190°C for 15–20 minutes, until the top is golden brown and the sauce is bubbling around the edges. Let it rest for 5 minutes before serving — this allows the sauce to set slightly so it doesn’t run when scooped.
Notes
Nutrition
FAQ
Can I assemble this the night before and bake it the next day?
Yes, you can assemble the casserole up to 24 hours ahead and refrigerate it unbaked. Add the breadcrumb topping just before it goes into the oven, and expect to add 5–10 extra minutes to the bake time since it’s starting cold.
Can I use pre-shredded bagged cheese instead of shredding my own?
You can, but the sauce may be slightly less smooth. Bagged shredded cheese is coated with anti-caking starch that slows melting — it still works, it just takes a bit more whisking to get a uniform sauce.
What’s the best way to scale this up for a larger group?
Double every ingredient and use a 9×13-inch baking dish instead of a smaller casserole. Keep the oven temperature the same and add 5–8 minutes to the bake time, checking that the center is bubbling before pulling it out.
Do I need to cook the spinach before adding it?
No. Raw chopped spinach wilts down fully when mixed into the hot sauce and then baked. Adding it raw also means less water is released into the dish compared to pre-cooked spinach, which keeps the sauce from thinning out.
Can I freeze individual portions after baking?
Yes, baked portions freeze for up to two months. Freeze them without the breadcrumb layer if possible — if the topping is already baked on, it will soften during freezing but will still taste fine. Reheat from frozen at 375°F covered with foil for 25 minutes, then uncover for 5 more minutes.
If you liked this one
- Creamy Beef Spinach Pasta
- Ultimate Cheesy Beef Bake
- Beef Ricotta Lasagna Rolls
- Hearty Beef Cauliflower Bake
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