Skillet Mac & Cheese

Makes: 12 servings (½ cup per serving)
Preparation Time: 5 minutes
Cooking Time: 25 minutes


  • 3 tablespoons butter
  • ½ large onion, chopped
  • 3 cups finely chopped fresh spinach or ¾ cup frozen chopped spinach (thawed and squeezed dry)
  • 2 tablespoons all-purpose flour
  • 3 ½ cups milk
  • ¾ cup water
  • 2 ½ cups uncooked elbow macaroni
  • 8 ounces cheddar cheese, shredded (2 cups shredded)


  • Wash the spinach (if using fresh spinach).
  • Collect, chop, shred, and measure all ingredients before starting to prepare the recipe.
  • Melt the butter in a large skillet over medium heat.
  • Add the onion, and cook for another 2 minutes. Add the spinach, and cook for 2 minutes or until wilted.
  • Add the flour, and cook for 1 minute, stirring constantly.
  • Add the milk and water, stirring frequently. Bring the mixture to a low boil and then reduce heat.
  • Add the uncooked macaroni. If the macaroni is not completely covered by liquid, add additional water to bring the level of the water just over the macaroni.
  • Cover and simmer, over low heat, for 8 to 9 minutes, stirring occasionally. The mixture will thicken as it simmers.
  • Once the macaroni is tender, remove from heat.
  • Add the shredded cheese, and stir to combine. Cover and let sit for 5 minutes before serving.
  • Refrigerate leftovers within 2 hours. Eat within 3 to 5 days.