• 8 ounces of uncooked bow-tie pasta
  • 1 & ½ cups of sliced Portobello mushrooms
  • 2 tablespoons of olive oil
  • ½ cup of salted butter
  • ¼ cup of flour
  • 2 cloves of diced garlic
  • 2 cups of whole milk
  • ½ teaspoon of dried basil
  • 1 & ½ cups of shredded mozzarella
  • ¼ cup of grated parmesan
  • 10-12 oz of frozen chopped spinach (thawed & drained of most moisture)
  • ¼ cup Marsala wine


  1. Preheat the oven to 350 degrees. Then lightly grease a casserole dish (approximately 9×12) and place the dish aside.
  2. Boil the bow-tie pasta in lightly salted water (with a drop of oil) until the pasta is al dente (approximately 8 minutes). Do not over-cook. Strain the pasta & rinse with some warm water then put the pasta to the side.
  3. Heat the oil in a saucepan over a medium flame then mix in the mushrooms & cook for a minute. Set the mushrooms aside. Then melt the butter in the saucepan & sauté the garlic for a minute. Then mix in the flour, basil & garlic, followed by slowly pouring in the milk, while continuing to mix until the mixture is thickened. Stir in one cup of the mozzarella cheese and continue to mix until the cheese has melted. Then remove the sauce pan from the flame and mix in the cooked pasta, mushrooms, spinach & marsala wine. Transfer this mixture to the casserole dish & top with the remaining mozzarella & parmesan cheese.
  4. Bake this dish for about 20 minutes, until the top is golden brown.