Ingredients

• 3 tablespoon plain dry breadcrumbs, (see Tip)
• 1 teaspoon extra-virgin olive oil
• 1/4 teaspoon paprika
• 1 16-ounce o frozen spinach, thawed
• 1 3/4 cups low-fat milk, divided
• 3 tablespoon all-purpose flour
• 2 cups shredded extra-sharp Cheddar cheese
• 1 cup low-fat cottage cheese
• 1/8 teaspoon ground nutmeg
• 1/4 teaspoon salt
• Freshly ground pepper, to taste
• 8 ounces (2 whole-wheat elbow macaroni, or penne

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Cooking Directions

Step 1

Put a large pot of water on to boil. Preheat oven to 450°F. Coat an 8-inch-square (2-quart) baking dish with cooking spray.

Step 2

Mix breadcrumbs, oil and paprika in a small bowl. Place spinach in a fine-mesh strainer and press out excess moisture.

Step 3

Heat 1 1/2 cups milk in a large heavy saucepan over medium-high heat until steaming. Whisk remaining 1/4 cup milk and flour in a small bowl until smooth; add to the hot milk and cook, whisking constantly, until the sauce simmers and thickens, 2 to 3 minutes. Remove from heat and stir in Cheddar until melted. Stir in cottage cheese, nutmeg, salt and pepper.

Step 4

Cook pasta for 4 minutes, or until not quite tender. (It will continue to cook during baking.) Drain and add to the cheese sauce; mix well. Spread half the pasta mixture in the prepared baking dish. Spoon the spinach on top. Top with the remaining pasta; sprinkle with the breadcrumb mixture.

Step 5

Bake the casserole until bubbly and golden, 25 to 30 minutes.