Baked Penne And Cheese With Spinach

• 3 cups penne or 3 cups other tubular pasta
• 6 ounces fresh baby spinach leaves, washed,uncooked
• 4 tablespoons butter
• 1 medium onion, chopped
• 1 lb sliced mushrooms
• 1/4 cup flour
• 2 cups milk
• 2 cups sharp cheddar cheese, grated
• 1 cup cream
• 1/2 teaspoon ground nutmeg
• 1/2 teaspoon fresh ground pepper

1. Cook the pasta in salted boiling water until it is very al dente.
2. (You want it slightly undercooked.) Drain well and toss with a drizzle of oil to prevent it sticking.
3. Melt butter in a large saute pan over medium heat; add onion and mushrooms, and saute for about 5 minutes.
4. Sprinkle evenly with flour and stir until the flour is incorporated.
5. Slowly stir in milk and cook, stirring constantly, for five to seven minutes.
6. Add 1 1/2 cup of the cheese, salt to taste, cream, pepper, and nutmeg.
7. Cook and stir until the cheese melts.
8. In a large bowl, mix together the pasta and uncooked spinach leaves.
9. Pour the hot sauce over and mix well.
10. Spoon into a buttered casserole large enough to hold or into a buttered 9x13 baking pan.
11. Sprinkle with the remaining 1/2 cup cheddar, cover with lid or foil.
12. Bake at 375 for 40 minutes, removing the lid/foil for the last 10 minutes.

penne, baby spinach, butter, onion, mushrooms, flour, milk, cheddar cheese, cream, ground nutmeg, fresh ground pepper

Taken from www.food.com/recipe/baked-penne-and-cheese-with-spinach-78338 (may not work)