One Pot Cheesy Mushroom Spinach Beef Pasta is pure comfort in a bowl. It’s creamy, rich, and full of flavor from tender beef, earthy mushrooms, and melted cheese, all cooked together in one pot for an easy cleanup. Every bite feels like home cooking at its best.
I created this recipe on a busy weeknight when I needed dinner fast but still wanted something hearty. The mix of spinach, mushrooms, and noodles came together beautifully, and my family loved it. Now, it’s one of our go-to meals, right up there with my favorite ground beef pasta skillet and family-style beef and dumplings.

This dish is quick to prepare, packed with protein, and simple enough for weeknights. It’s wholesome, satisfying, and guaranteed to bring everyone to the table smiling.
Table of Contents
Why You’ll Love This One Pot Spinach Beef Pasta
Before diving into the steps, here’s why this dish earns a permanent spot in your weeknight rotation:
- Quick to make: ready in about 45 minutes from start to finish
- Balanced: packed with protein, vegetables, and just enough cheese to make it irresistible
- One-pot cleanup: fewer dishes and maximum flavor
- Flexible: works with beef, chicken, or even plant-based crumbles
- Family-approved: kids love the creamy texture and mild flavor
The combination of earthy mushrooms, savory beef, and melty cheese gives you comfort food that feels homemade and nourishing at the same time. Whether you’re cooking for a crowd or just want an easy dinner for four, this one delivers every time.
Pro Tip for Busy Cooks
When you’re short on time, use pre-sliced mushrooms and bagged spinach to save prep minutes. Keep a few pantry staples like broth and noodles on hand, and you can pull this together any night of the week.

One Pot Cheesy Mushroom Spinach Beef Pasta
Equipment
- large pot
- wooden spoon
- cutting board
- knife
- measuring cups
Ingredients
- 1 tbsp butter or olive oil
- 8 oz baby bella mushrooms, sliced
- 0.5 yellow onion, sliced
- 3 cloves garlic, minced
- 1 lb lean ground beef (90%)
- 5 oz spinach, roughly chopped
- 1 cup milk of choice (almond, oat, or dairy)
- 3.5 cups low-sodium beef or chicken broth
- 1 lb uncooked wide egg noodles
- 1 cup shredded mozzarella cheese
- 0.5 cup grated parmesan cheese
- Salt and pepper to taste
Instructions
- Cook the vegetables: Heat butter or olive oil in a large pot over medium heat. Add mushrooms, onion, and garlic. Stir until the mushrooms are golden and onions are soft, about 8 minutes. Transfer to a bowl.

- Brown the beef: In the same pot, cook ground beef with salt and pepper until no longer pink, about 5–7 minutes. Stir in the cooked mushroom mixture and spinach until wilted.

- Simmer the pasta: Pour in milk and broth, then stir in noodles. Bring to a gentle boil, then reduce heat. Simmer for 10–12 minutes, stirring often, until pasta is tender and most of the liquid is absorbed.
- Add cheese and finish: Remove from heat. Stir in mozzarella and parmesan until melted and creamy. Adjust seasoning to taste and serve immediately.
Notes
- Gluten-Free Option: Swap the egg noodles for gluten-free pasta or brown rice noodles. The texture stays firm, and the sauce remains creamy.
- Dairy-Free Option: Use olive oil instead of butter and dairy-free shredded cheese. Unsweetened oat or soy milk works best for a smooth finish.
- Extra Veggies: Add broccoli florets, peas, or kale during the last few minutes of cooking for a boost of color and fiber.
- Meal Prep Tip: Cook the pasta slightly al dente if you plan to store it. It will soften when reheated.
- Reheat Tip: Reheat gently on the stovetop or in the microwave with a splash of broth or milk to revive creaminess.
Nutrition Information (Per Serving)
Calories: 605 kcalCarbohydrates: 57.4 g
Protein: 47.2 g
Fat: 21.4 g
Saturated Fat: 10.1 g
Fiber: 4.5 g
Sugar: 3 g
Sodium: 760 mg (varies based on broth type)
Cholesterol: 115 mg
Serving Size: 1 portion (based on 6 servings) Nutrition values are estimated and may vary depending on ingredient brands and substitutions.
Key Ingredients for the Best One Pot Cheesy Mushroom Spinach Beef Pasta
When you make One Pot Cheesy Mushroom Spinach Beef Pasta, every ingredient matters. The beauty of this dish is how simple pantry items come together to make a creamy, flavorful sauce without extra fuss.
Essential Ingredients
- Ground beef: lean, about 90 percent, for rich flavor without too much fat.
- Mushrooms: baby bellas or cremini add a deep, earthy note.
- Spinach: fresh baby spinach gives color and nutrients.
- Onion & garlic: the base for savory depth.
- Butter or olive oil: helps brown the vegetables.
- Broth + milk: combine to create a creamy cooking liquid.
- Noodles: wide egg noodles absorb flavor beautifully.
- Cheeses: mozzarella for melt, parmesan for salty sharpness.
- Salt and pepper: adjust to taste before serving.
For more simple, family-style dinners that use similar pantry ingredients, check out this homemade hamburger helper from my site.
Easy Ingredient Swaps
You can adjust this recipe to fit your diet or what’s in your kitchen.
| Ingredient | Substitution |
|---|---|
| Ground beef | Ground chicken or turkey for a lighter version |
| Butter | Olive oil or ghee for a dairy-free option |
| Egg noodles | Gluten-free pasta or whole-wheat penne |
| Milk | Unsweetened oat or soy milk |
How to Make One Pot Cheesy Mushroom Spinach Beef Pasta
Cooking this One Pot Cheesy Mushroom Spinach Beef Pasta couldn’t be easier. Everything comes together in a single pot, making cleanup fast and stress-free. Follow these simple steps to get a creamy, hearty pasta that feels like comfort food made from scratch.
Step 1: Sauté the Vegetables

Start with a large pot over medium heat. Add butter or olive oil, then toss in sliced mushrooms, onions, and garlic. Stir occasionally until the mushrooms turn golden and the onions soften. This process builds a flavorful base for your sauce.
Pro Tip: Let the mushrooms cook untouched for a minute or two between stirs to help them brown properly. If you like veggie-packed dishes, you’ll also enjoy my creamy ground beef pasta, which uses a similar cooking method for rich flavor.
Step 2: Brown the Beef

Add the ground beef directly into the pot with your cooked vegetables. Season with salt and pepper, then use a wooden spoon to break up the meat as it browns. Cook until no pink remains.
When done, stir the spinach into the beef mixture. It will wilt quickly from the heat.
Step 3: Simmer the Pasta
Pour in your broth and milk, then add the noodles. Stir well to coat everything evenly. Bring to a gentle boil, then reduce to a simmer. Let it cook uncovered for about 10–12 minutes, stirring often so the noodles don’t stick.
You’ll notice most of the liquid absorbs into the pasta while leaving a bit behind—this forms the creamy sauce that ties the dish together.
Quick Tip: If you need extra dinner inspiration, check out my ground beef and cherry tomato pasta skillet for another one-pan meal that cooks fast and tastes amazing.
Step 4: Add Cheese and Serve
Once the noodles are tender, remove the pot from heat. Stir in shredded mozzarella and parmesan until the sauce turns smooth and silky. Taste and adjust seasoning if needed.
Serve immediately while hot. Garnish with fresh herbs or extra parmesan for a final touch.
Delicious Variations and Smart Cooking Tips for One Pot Cheesy Mushroom Spinach Beef Pasta
The best part about One Pot Cheesy Mushroom Spinach Beef Pasta is how easily you can adapt it. Whether you’re cooking for picky eaters or looking to make it lighter, these variations and storage tips help you make the most of every batch.
Creative Variations to Try
Mixing things up keeps this recipe exciting without losing its creamy comfort.
- Go gluten-free: Use gluten-free noodles or lentil pasta to keep the texture hearty.
- Switch your protein: Try ground turkey or chicken for a lighter twist.
- Extra veggies: Add broccoli, kale, or zucchini for extra color and nutrition.
- Spice lovers: Add red pepper flakes or a pinch of chili powder for gentle heat.
- Cheese upgrade: Use cheddar or Monterey Jack for bolder flavor.
Expert Tips for Perfect Pasta Every Time
Cooking everything in one pot saves time, but these simple tricks make your dish restaurant-quality:
- Watch your heat: Keep the mixture at a gentle simmer so the pasta cooks evenly.
- Don’t skip stirring: Frequent stirring prevents noodles from sticking.
- Leave some liquid: A little leftover broth keeps the sauce creamy instead of dry.
- Add cheese off heat: This keeps the sauce smooth instead of stringy.
- Serve fresh: This pasta tastes best right after cooking while the cheese is still melty.
Storage and Reheating
Keep any leftovers in an airtight container for up to 4 days. Reheat gently in the microwave or on the stove with a splash of milk or broth to restore creaminess.
If you prefer to plan ahead, cook the base (beef, mushrooms, spinach) and freeze it separately, then add noodles and cheese when ready to serve.
FAQs About One Pot Cheesy Mushroom Spinach Beef Pasta
1. Do spinach and mushroom go together?
Yes. Spinach and mushrooms create a natural balance—earthy, savory, and full of nutrients that work beautifully with creamy sauces and beef.
2. Can you cook pasta and spinach together?
Absolutely. Adding spinach during the last few minutes of cooking lets it wilt perfectly without losing its color or flavor.
3. What spices pair well with spinach and mushrooms?
Garlic, onion powder, black pepper, and a hint of nutmeg all enhance the depth of both spinach and mushroom dishes.
4. How to make creamy spinach and mushroom pasta without heavy cream?
Use milk and broth together for a light, flavorful sauce. The melted mozzarella and parmesan make it creamy without needing cream.