| 3 Tbsp Butter | 12 oz Macaroni Noodles |
| 1/2 Onion, diced | 2 1/2 Cups Fresh Spinach |
| 3 tsp Minced Garlic | 1 Cup Mozzarella Cheese, shredded |
| 1/3 Cup Flour | 1 Cup White Cheddar, grated |
| 2 Cups Milk | 1/4 Cup Parmesan Cheese, grated |
| 2 Cups Cream | Salt and Pepper to taste |
Cook pasta according to package directions, rinse and set aside.
Melt butter in a large sauce pan over medium high heat. Add onions and garlic and cook until crisp tender. Add flour to form a thick roux. Reduce heat to medium and whisk in 2 cups of milk and 2 cups of cream (stirring constantly). Increase heat to bring mixture to a boil; sauce will thicken. Liberally add salt and pepper. Reduce heat to low and stir in cheeses and spinach. Stir until mixture is fully combined and thick. Add macaroni, serve HOT.
Adapted from Martha Stewart
