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pan of spinach and mushroom manicotti

Creamy Mushroom Spinach Stuffed Manacotti

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5 from 1 review

Ready for this simply mouthwatering pan of mushroom, spinach and super creamy bechamel stuffed manitcotti? I am always ready when this pan of cheesy goodness comes out of the oven. The assembly is super simply with the no-boil pasta shells. You will make this recipe for friends and family all year around it is that comforting and scrumptious! 

  • Total Time: 65 minutes
  • Yield: 14 manicotti 1x


Units Scale
  • 1 recipe for my homemade tomato sauce, about 3 cups, you can also use store bought
  • 1 package no boil manicotti noodles (14 shells)
  • 1 tablespoon olive oil
  • 1/2 yellow medium onion, diced
  • 8 oz mushrooms (variety of choice), diced into small pieces
  • 1/4 cup frozen spinach, thawed and liquid removed
  • 1 cup (8 oz) shredded mozzarella cheese
  • 1/2 cup grated parmigiano cheese
  • Salt to taste

Bechamel Sauce:

  • 6 tbsp butter unsalted
  • 6 tbsp all-purpose flour all purpose
  • 4 cups milk
  • 1/4 tsp nutmeg
  • 1/2 tsp salt or to taste


  1.  Prepare your tomato sauce and bechamel (white sauce) up to 5 days ahead of time and store in air tight containers in the fridge.The bechamel will become firm and you will need to microwave it for a few minutes to get it back to a creamy consistency. 
  2. Make the Bechamel Sauce (can be made days in advance and stored in fridge): In a medium saucepan on low medium heat melt the butter. Whisk in the flour until well combined with butter. Keep whisking for about 2 to 3 minutes. Add the rest of ingredients: milk, nutmeg and salt and whisk everything together. Cook for another 10 minutes and keep whisking as it gets thicker. You will know it is ready when it sticks to the back of the spoon. Turn off heat and set aside.* 
  3.  Preheat oven to 350 F
  4.  In a medium skillet heat olive oil and sauté onions until translucent, about 5 minutes, then add mushrooms and cook another 10 minutes. Add spinach. Saute spinach another 2 minutes until heated through and season with salt. 
  5.  In a medium bowl, mix 3/4 of the bechamel (that you made ahead of time) with the cooked mushroom and spinach mixture. This is your filling. Reserve 1/4 of the bechamel for later. 
  6. Get out your prepared tomato sauce. Spread half the tomato sauce in an even single layer in the bottom of a 13″ by 9″ by 2″ (inch) baking dish. Sprinkle half of the grated parmigiano across the tomato sauce. 
  7. Transfer filling to a piping bag (a gallon Ziploc baggy works well too).
  8. Cut the tip off your piping bag about the width of the manicotti noodles. You can also fill the shells by using a long spoon. Fill each noodle with filling. Nestle filled manicotti into the baking dish in a single layer. The manicotti may be very close together. Then pour the remaining sauce in an even layer on top of the uncooked manicotti shells.
  9. Top manicotti with the remaining bechamel sauce and shredded mozzarella. Cover pan tightly with foil and bake for about 50 minutes or until the noodles are just about cooked through. Remove foil and bake for another 5-10 minutes or until the noodles are al dente. 
  10. Let rest for about 10 minutes before serving. Garnish with fresh chopped parsley and grated parmigiano cheese and enjoy!


*Know your béchamel is done: A properly thickened roux should “coat the back of the spoon,” which means dip your spoon into the béchamel and then draw a finger through the coated spoon. Does the sauce wipe clean, leaving an open space? Then your béchamel is done and ready. 

  • Author: Elena Davis
  • Prep Time: 15 min
  • Cook Time: 50 min
  • Category: Savory
  • Method: Italian
  • Cuisine: Italian