Pin It My neighbor stopped by on a rainy Tuesday with a jar of sun-dried tomatoes and asked if I could work them into something warm and filling. I stood at my stove that evening, stirring together what felt like an unlikely marriage—the bold richness of chili mac meeting the sophisticated whisper of Italian herbs—and within 45 minutes, we were passing bowls back and forth, both of us surprised at how naturally creamy and comforting it turned out to be.
There was a Saturday when my kids' friends showed up unexpectedly, and I had exactly the ingredients for this in my pantry. I threw it together while they played in the living room, and something shifted—suddenly I wasn't stressed about feeding extra mouths, I was genuinely excited to watch them dig into something I'd made myself, something that felt both indulgent and honest.
Ingredients
- Elbow macaroni (12 oz): The shape matters here because it catches the creamy sauce in every curve, so don't swap it for something thinner.
- Ground beef or Italian sausage (1 lb): Sausage gives you a little extra herbaceous kick, but ground beef keeps things straightforward and lets the other flavors lead.
- Yellow onion (1 medium, diced): Cook it slow enough to let it turn golden at the edges—this is where your umami foundation starts.
- Garlic (3 cloves, minced): Add it after the onion softens so it perfumes the oil without burning.
- Red bell pepper (1, diced): This brings both sweetness and color, balancing the earthiness of everything else.
- Sun-dried tomatoes (1 cup, drained and chopped): The oil they're packed in is liquid gold—save it for drizzling, but drain them well before chopping so the sauce doesn't separate.
- Baby spinach (3 cups, chopped): It wilts to almost nothing, so don't be shy with the volume.
- Chicken or vegetable broth (3 cups): Low-sodium lets you control the salt and prevents the finished dish from tasting too aggressive.
- Diced tomatoes with juice (1 can, 14.5 oz): The juice is essential to the cooking liquid, so pour the whole thing in.
- Heavy cream (1 cup): This is what transforms it from chili mac into something creamy and luxurious.
- Parmesan cheese (1 cup, freshly grated): Freshly grated melts smoother and tastes sharper than pre-shredded, trust me on this.
- Mozzarella cheese (1 cup, shredded): It adds stretch and mildness, keeping the Parmesan from overwhelming.
- Dried oregano (1 tsp): This is your Italian backbone—don't skip it.
- Dried basil (1/2 tsp): A lighter touch than oregano, it adds a whisper of sweetness.
- Smoked paprika (1 tsp): This brings warmth and a subtle smokiness that makes people ask what you're doing.
- Crushed red pepper flakes (1/2 tsp, optional): I use it every time because that tiny heat makes all the flavors sing.
- Salt and black pepper: Taste as you go and adjust at the very end when everything's together.
- Olive oil (2 tbsp): Good quality matters here because it's tasting raw in the foundation.
Instructions
- Build your base:
- Heat the olive oil in your Dutch oven over medium heat until it shimmers slightly. Add the diced onion and bell pepper, then sauté for 3 to 4 minutes, stirring occasionally, until the onion turns translucent and the pepper softens just at the edges.
- Wake up the garlic:
- Stir in your minced garlic and cook for exactly 1 minute—you want it fragrant but never brown, which would make it bitter.
- Cook the meat:
- Crumble in your ground beef or sausage, breaking it apart with the back of your spoon as it cooks. Let it brown for 5 to 6 minutes until there's no pink left, then tilt the pot and skim away any excess fat with a paper towel if needed.
- Layer in the flavor:
- Add the chopped sun-dried tomatoes, oregano, basil, smoked paprika, and red pepper flakes. Stir everything together and let it cook for 1 minute so the spices release their essential oils into the hot oil.
- Build the sauce:
- Pour in the canned diced tomatoes with their juice, the broth, and the heavy cream. Add the dry macaroni directly to the pot and stir everything until well combined, then let it come to a gentle boil.
- Let it simmer:
- Lower the heat to medium-low, cover the pot, and let it bubble gently for 10 to 12 minutes, stirring every couple of minutes. The pasta should be tender but still have a tiny bit of resistance when you bite it, and the sauce should be thickening noticeably.
- Finish with greens:
- Stir in the baby spinach and cook for 2 minutes, just until it's completely wilted and dark green.
- Melt in the cheese:
- Remove the pot from heat and add the Parmesan and mozzarella, stirring constantly until everything is melted and creamy. Taste it now and adjust the salt and black pepper to your preference.
- Serve it warm:
- Ladle it into bowls while it's still steaming, and if you want to be fancy, top with an extra sprinkle of Parmesan and a small leaf of fresh basil.
Pin It I made this for my sister the night before she moved across the country, and we sat in my kitchen eating straight from the pot, not talking much, just being together. It became the meal I'd remember when I missed her most—not fancy, not trying to be anything other than deeply, genuinely comforting.
When You Want to Change Things Up
This dish is forgiving in the best way. I've made it lighter by swapping heavy cream for half-and-half and it's still creamy, just less rich. One time I used ground turkey instead of beef and it was equally delicious, just a little leaner. Even a friend who eats plant-based asked if I could use lentil crumbles instead of meat, and yes, absolutely—it becomes almost like a Tuscan vegetable pasta bake, equally valid and equally good.
Flavor Notes You Should Understand
The sun-dried tomatoes are doing the heavy lifting here—they bring this concentrated, almost jammy sweetness that sits underneath everything. The smoked paprika gives warmth without heat, so if you want more actual spice, that's what the red pepper flakes are for. The spinach isn't just a vegetable here, it's a balancing act, cutting through the richness right at the end with its slight earthiness.
What Pairs Well With This
A crisp white wine works beautifully—Pinot Grigio or a light Chianti if you want to stay Italian with it. On the table, I usually set out some crusty bread to drag through any sauce that settles at the bottom of the bowl, because nothing gets wasted when it tastes this good. A simple green salad with lemon vinaigrette on the side cuts through the richness without competing for attention.
- Serve it straight from the pot if you're eating with people who won't judge your informality.
- This reheats beautifully the next day, and honestly gets even better as the flavors deepen together overnight.
- If you're doubling it for a crowd, don't double the spices—taste and add more carefully.
Pin It This recipe became my answer to the question of how to make people feel welcomed and fed in one simple move. Make it tonight and you'll understand why.
Questions & Answers
- → Can I make this dish lighter?
Yes, substitute half-and-half for heavy cream or use ground turkey instead of beef. Plant-based crumbles work well for a vegetarian version.
- → What pasta shapes work best?
Elbow macaroni is traditional, but penne, rigatoni, or shells also hold the creamy sauce beautifully.
- → Can I prepare this ahead?
The flavors develop overnight. Store in the refrigerator and reheat gently with a splash of broth or cream to restore consistency.
- → What wine pairs well?
A crisp Pinot Grigio or light Chianti complements the rich, creamy flavors and Italian-inspired seasonings.
- → How do I store leftovers?
Keep in an airtight container for up to 4 days. The pasta will absorb more sauce as it sits, so add liquid when reheating.
- → Can I freeze this dish?
Yes, freeze for up to 3 months. Thaw overnight and reheat slowly, adding cream or broth to reach desired consistency.