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Lightened-Up Creamy Mushroom Pasta With Caramelized Onions and Spinach

Pasta goodness
Photo taken 2/9/2014 by Amanda Oaks

There's just something about all this cold weather that makes a person crave comfort food, especially the warm deliciousness that is a creamy pasta dish.

This creamy mushroom pasta, featuring caramelized onions and spinach, has a taste reminiscent of alfredo, but has been lightened up so it doesn't leave you feeling quite as lethargic and full afterwards. It features plenty of veggies, as well as whole wheat pasta, so it's good for you as well as delicious. The recipe is adapted loosely from Julia's Album.


  • 2 tbsp olive oil (divided between mushrooms & onions)
  • 3 onions, medium, chopped
  • 1 package pre-sliced mini baby bella mushrooms (about 12 mushrooms)
  • salt, to taste
  • pepper, to taste
  • 1 tbsp balsamic vinegar
  • 3 cups spinach
  • 8 oz whole wheat linguini or fettuccine pasta
  • 2/3 cup milk + 1 tablespoon & 1 teaspoon corn starch, combined (heavy cream substitute)
  • 1/3 cup milk
  • 1 cup grated Parmesan cheese
  • 1/4 tsp salt


First up are the onions. Heat up one tablespoon of olive oil over medium/high heat. Once heated, add in the mushrooms and cook on medium/high heat for about 10 minutes, stirring constantly to avoid burning. After 10 minutes, sprinkle in a little salt and reduce heat to medium/low. Cook for an additional 20 minutes, stirring carefully to avoid the onions sticking.

Meanwhile, in a separate skillet, heat the second tablespoon of olive oil over medium/low heat. Add in the sliced mushrooms and a pinch of salt. Cook, covered, for 20 minutes, stirring occasionally.

At about 10 minutes to go for the mushrooms an onions, it's probably a good idea to get the water started boiling for the noodles. Once water is boiling, cook noodles according to package directions, and drain.

After onions have been cooking for 30 minutes, add in the balsamic vinegar to coat onions and deglaze pan. Combine onions and mushrooms into a single pan and add in the spinach, cooking over low heat until spinach is wilted. Sprinkle in a little pepper, to taste.

Once spinach has wilted, add in the heavy cream substitute, milk, and Parmesan cheese, as well as an additional pinch of salt and pepper, if desired. Stir together until sauce begins to thicken slightly, then add in the cooked noodles. Continue to stir over low heat until cheese has melted and sauce has coated the noodles, about 5 minutes or so.

At this point, you're ready to go. Serve it up, with a little extra Parmesan on top if desired, and enjoy!

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