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stovetop macaroni and cheese in cast iron pan

Creamy Stovetop Macaroni and Cheese with Pancetta and Spinach

  • Author: Girl Versus Dough
  • Prep Time: 5 mins
  • Cook Time: 15 mins
  • Total Time: 20 mins
  • Yield: 8 to 10 servings 1x
  • Category: Dinner
  • Method: Stove
  • Cuisine: American


  • 1 lb uncooked fusilli pasta noodles (gemelli, cavatappi or rotini also works well)
  • 5 ounces diced pancetta
  • 3 tablespoons unsalted butter
  • 1/2 cup all-purpose flour
  • 5 cups milk
  • 1 teaspoon salt
  • 1 teaspoon pepper, plus more for topping
  • 2 cups shredded sharp white cheddar cheese
  • 2 cups shredded mild cheddar cheese
  • 4 cups packed baby spinach leaves


  1. Cook and drain noodles according to package directions.
  2. Meanwhile, in a large cast-iron skillet, Dutch oven or other heavy-bottom saucepan over medium heat, cook pancetta 5-7 minutes until brown and crisp. Use a slotted spoon to transfer pancetta to a small bowl; reserve pancetta fat in skillet. Add butter; stir and melt over medium heat.
  3. Gradually whisk in flour until a smooth, lightly brown paste forms, about 1 minute. Slowly whisk in 2 cups milk until mixture is smooth and free of lumps. Continue to gradually pour in remaining 3 cups milk, whisking constantly, until mixture is well combined and smooth. Continue to cook, whisking often, 8-10 minutes until thickened.
  4. Whisk in salt, pepper and both cheeses to make a smooth, creamy, cheesy sauce. Remove from heat. Stir in cooked, drained pasta and spinach leaves until pasta is coated in sauce and spinach leaves are wilted. Top with pancetta and an extra sprinkle of pepper. Serve immediately.

Keywords: Cast Iron, Skillet