Orzo with Caramelized Mushrooms and Wilted Spinach


This is a side dish for everyone. Great taste and very versatile! You can change this recipe many different ways to suit your taste, for example, add slivered or shaved almonds, don't add mushrooms etc. It's very versatile.

Prep Time:
15 mins
Cook Time:
20 mins
Total Time:
35 mins
4 servings


  • 1 cup uncooked orzo pasta

  • 4 tablespoons unsalted butter, divided

  • 4 tablespoons extra-virgin olive oil, divided

  • 2 cloves garlic, minced, divided, or more to taste

  • 1 ½ cups sliced button mushrooms

  • 1 cup coarsely chopped fresh baby spinach, or more to taste

  • ½ cup minced green onions, or to taste

  • ½ cup shredded Parmigiano-Reggiano cheese, or more to taste

  • salt and ground black pepper to taste


  1. Bring a large pot of lightly salted water to a boil. Cook orzo in the boiling water, stirring occasionally until tender yet firm to the bite, about 11 minutes.

  2. Meanwhile, heat a skillet over medium heat. Add 2 tablespoons butter, 1 tablespoon olive oil, and 2 cloves garlic. Stir in mushrooms and toss to coat. Cook without stirring until very browned and caramelized, 5 to 7 minutes. Flip mushrooms to brown on the other side, about 5 minutes more.

  3. Add remaining butter and oil to the skillet with the mushrooms. Add additional garlic to taste. Toss and cook for about 1 minute. Drain orzo, reserving about 1/2 cup cooking water. Add orzo and a splash or two of cooking water as desired to the skillet. Add spinach and green onions and mix well. Cook until warmed through, 3 to 5 minutes more. Add Parmigiano-Reggiano cheese and season with salt and pepper.

Nutrition Facts (per serving)

462 Calories
29g Fat
40g Carbs
12g Protein
Nutrition Facts
Servings Per Recipe 4
Calories 462
% Daily Value *
Total Fat 29g 37%
Saturated Fat 11g 56%
Cholesterol 39mg 13%
Sodium 205mg 9%
Total Carbohydrate 40g 15%
Dietary Fiber 2g 9%
Total Sugars 3g
Protein 12g
Vitamin C 6mg 28%
Calcium 143mg 11%
Iron 2mg 12%
Potassium 254mg 5%

* Percent Daily Values are based on a 2,000 calorie diet. Your daily values may be higher or lower depending on your calorie needs.

** Nutrient information is not available for all ingredients. Amount is based on available nutrient data.

(-) Information is not currently available for this nutrient. If you are following a medically restrictive diet, please consult your doctor or registered dietitian before preparing this recipe for personal consumption.