Quick Recipe Version (TL;DR)
Quick Ingredients
- 1 head garlic
- 1 teaspoon olive oil, plus 1 tablespoon for cooking
- 12 oz (340 g) pasta (fettuccine, linguine, or rigatoni)
- 2 tablespoons unsalted butter
- 8 oz (225 g) cremini or button mushrooms, sliced
- 1 small yellow onion, finely diced
- 1½ cups (360 ml) heavy cream
- 1 cup (about 3 oz / 85 g) freshly grated Parmesan cheese
- 3 cups (about 3 oz / 85 g) baby spinach, loosely packed
- ½ cup (120 ml) dry white wine or vegetable/chicken broth
- Salt, black pepper, and red pepper flakes (optional)
- 1 tablespoon fresh lemon juice (optional, for brightness)
Do This
- 1. Roast garlic: Slice top off garlic head, drizzle with 1 tsp olive oil, wrap in foil, and roast at 400°F (200°C) for 30–35 minutes until soft and golden. Cool slightly.
- 2. Cook pasta: Boil in well-salted water until al dente. Reserve 1 cup pasta water, then drain.
- 3. Sauté mushrooms: In a large skillet, heat 1 tbsp olive oil and 2 tbsp butter over medium-high. Brown mushrooms 6–8 minutes. Add onion and cook until soft.
- 4. Deglaze and simmer: Add wine or broth, scraping the pan. Simmer 2–3 minutes, then pour in heavy cream and a pinch of red pepper flakes. Simmer gently 5 minutes.
- 5. Add roasted garlic: Squeeze roasted garlic cloves into the pan, mash into the sauce, and season with salt and black pepper.
- 6. Finish the sauce: Stir in Parmesan until silky. Add spinach and cook just until wilted, 1–2 minutes. Adjust consistency with pasta water as needed.
- 7. Toss and serve: Add pasta to the pan and toss to coat. Brighten with lemon juice if using. Serve hot with extra Parmesan and black pepper.
Why You’ll Love This Recipe
- Slow-roasted garlic makes the sauce deeply flavorful, mellow, and naturally sweet instead of sharp.
- Rich cream, sautéed mushrooms, and spinach come together in a silky, comforting winter pasta that feels restaurant-worthy yet simple.
- Everything cooks in one main pan after the garlic roasts, making cleanup easy on busy evenings.
- Flexible and forgiving: swap the pasta shape, add protein, or tweak the richness to suit your taste.
Grocery List
- Produce: 1 head garlic, 1 small yellow onion, 8 oz cremini or button mushrooms, 3 cups baby spinach, 1 lemon (optional), fresh thyme or parsley (optional, for garnish)
- Dairy: Unsalted butter, heavy cream, Parmesan cheese
- Pantry: Pasta (fettuccine, linguine, or rigatoni), olive oil, salt, black pepper, red pepper flakes (optional), dry white wine or vegetable/chicken broth
Full Ingredients
Roasted Garlic
- 1 large head garlic
- 1 teaspoon olive oil
- Small pinch kosher salt
Pasta
- 12 oz (340 g) pasta, such as fettuccine, linguine, or rigatoni
- 2 tablespoons kosher salt (for the pasta water)
Creamy Mushroom Spinach Sauce
- 1 tablespoon olive oil
- 2 tablespoons unsalted butter
- 8 oz (225 g) cremini or button mushrooms, cleaned and sliced
- 1 small yellow onion, finely diced (about ½ cup)
- ½ teaspoon kosher salt, plus more to taste
- ¼ teaspoon freshly ground black pepper, plus more to taste
- ¼ teaspoon red pepper flakes (optional, for gentle heat)
- ½ cup (120 ml) dry white wine or low-sodium vegetable/chicken broth
- 1½ cups (360 ml) heavy cream
- 1 cup (about 3 oz / 85 g) freshly grated Parmesan cheese, plus more for serving
- 3 cups (about 3 oz / 85 g) baby spinach, loosely packed
- 1 tablespoon fresh lemon juice (optional, for brightness)
- 2 tablespoons chopped fresh parsley or thyme leaves (optional, for garnish)

Step-by-Step Instructions
Step 1: Roast the garlic until soft and golden
Preheat your oven to 400°F (200°C). Peel away any loose outer papery layers from the head of garlic, keeping the head intact. Slice about ¼ inch (6 mm) off the top of the garlic head to expose the tops of the cloves. Place the garlic on a small sheet of foil, cut side up. Drizzle with 1 teaspoon olive oil and sprinkle with a tiny pinch of salt. Wrap the foil up around the garlic to make a closed packet and place it directly on the oven rack or on a small baking tray. Roast for 30–35 minutes, until the cloves are very soft, lightly browned, and caramelized. Remove from the oven and let cool until it is comfortable to handle.
Step 2: Boil the pasta in well-salted water
While the garlic roasts, bring a large pot of water to a rolling boil. Add 2 tablespoons kosher salt (the water should taste pleasantly salty, like the sea). Add the pasta and cook according to the package directions until just al dente, usually 8–11 minutes depending on shape. Before draining, scoop out and reserve about 1 cup (240 ml) of the starchy pasta cooking water. Drain the pasta and set aside. Toss lightly with a splash of olive oil if it will sit for more than a few minutes to prevent sticking.
Step 3: Brown the mushrooms and soften the onions
In a large, deep skillet or wide Dutch oven, heat 1 tablespoon olive oil and 2 tablespoons unsalted butter over medium-high heat. Once the butter is melted and foamy, add the sliced mushrooms in an even layer. Let them cook undisturbed for 3–4 minutes so they can brown nicely, then stir and continue cooking for another 3–4 minutes until the mushrooms are deep golden and have released and reabsorbed much of their liquid. Add the diced onion, ½ teaspoon kosher salt, and ¼ teaspoon black pepper. Cook, stirring occasionally, for 3–4 minutes more, until the onion is soft and translucent.
Step 4: Deglaze the pan and start the creamy base
Pour in the ½ cup (120 ml) white wine or broth. Use a wooden spoon to scrape up any browned bits from the bottom of the pan; these add a lot of flavor. Let the liquid simmer for 2–3 minutes, until slightly reduced and no longer strongly alcoholic if using wine. Turn the heat down to medium-low and pour in the 1½ cups (360 ml) heavy cream. Add the red pepper flakes if using. Stir well and bring the mixture to a gentle simmer, not a hard boil. Let it bubble softly for 5–6 minutes, stirring occasionally, until slightly thickened and silky.
Step 5: Add the roasted garlic to the sauce
Once the roasted garlic is cool enough to handle, unwrap the foil. Hold the base of the garlic head over the skillet and gently squeeze from the bottom so the soft, golden cloves pop out into the sauce. Use the back of a spoon or a spatula to mash the roasted garlic into the cream, breaking up any larger pieces. Stir well to distribute it throughout the sauce. Taste and adjust the seasoning with more salt and black pepper if needed. At this point, the sauce should be fragrant, rich, and slightly thick but still pourable.
Step 6: Melt in the Parmesan and wilt the spinach
Reduce the heat to low. Add the grated Parmesan cheese in small handfuls, stirring constantly after each addition until it melts smoothly into the sauce. This helps prevent clumping. Once all the cheese is incorporated, add the baby spinach. Stir gently until the spinach just wilts into the hot sauce, 1–2 minutes. If the sauce seems too thick, add a splash or two of the reserved pasta water and stir until you reach a creamy, loose coating consistency.
Step 7: Toss the pasta and finish with brightness and herbs
Add the cooked pasta directly into the skillet with the sauce. Using tongs or a large spoon, toss thoroughly so every strand or piece of pasta is coated in the creamy roasted garlic sauce and mingled with the mushrooms and spinach. If the sauce tightens up, loosen it with additional reserved pasta water, 1–2 tablespoons at a time. Taste and add a squeeze of fresh lemon juice if you like a touch of brightness to balance the richness. Adjust salt and pepper one last time. Remove from the heat and sprinkle with chopped fresh parsley or thyme. Serve immediately with extra Parmesan and freshly ground black pepper on top.
Pro Tips
- Do not rush the mushrooms. Let them sit undisturbed to brown before stirring; this builds deep, savory flavor and prevents sogginess.
- Use freshly grated Parmesan. Pre-grated cheese often contains anti-caking agents that prevent smooth melting and can make the sauce grainy.
- Keep the cream gentle. Simmer the sauce softly, not at a rolling boil, to avoid curdling and maintain a velvety texture.
- Leverage pasta water. The starchy water is your best friend for adjusting the sauce, helping it cling to the pasta without making it watery.
- Make the garlic ahead. Roasted garlic keeps well in the fridge for up to 3 days, so you can roast several heads at once and save time later.
Variations
- Cozy protein boost: Add cooked sliced chicken sausage, shredded rotisserie chicken, or crispy pancetta to the mushroom mixture before adding the cream.
- Lighter version: Use half-and-half instead of heavy cream and reduce the Parmesan to ¾ cup. The sauce will be a bit thinner but still comforting.
- Gluten-free option: Swap in your favorite gluten-free pasta and be sure your broth and Parmesan are certified gluten-free if needed.
Storage & Make-Ahead
Store leftover pasta in an airtight container in the refrigerator for up to 3 days. The sauce will thicken as it chills. To reheat, add a splash of milk, cream, or water to a skillet over low-medium heat, then add the pasta and warm gently, tossing frequently until creamy again. Avoid high heat, which can cause the sauce to separate. You can roast the garlic up to 3 days ahead: squeeze out the cloves, store them in a small airtight container with a thin layer of olive oil, and keep refrigerated until ready to use.
Nutrition (per serving)
Approximate values per serving (1/4 of the recipe): about 730 calories, 32 g protein, 72 g carbohydrates, 36 g fat, 20 g saturated fat, 5 g fiber, 6 g sugar, and 950 mg sodium. These numbers are estimates and will vary based on the exact brands and pasta shape used, any added proteins, and how much salt you use.

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