Every time my family visits Gatlinburg, Tennessee, we make at least one stop at Calhoun’s Restaurant. While they’re known for barbecue, there’s one side dish I order every single visit—Spinach Maria.
It’s rich, cheesy, creamy, just a little spicy, and honestly one of those dishes that completely steals the spotlight from the main course. After talking about making it at home for years, I finally decided to give it a try. I started with a copycat version and made a few changes along the way until it tasted just the way I remembered.
This homemade Spinach Maria recipe makes a generous pan that’s perfect for Thanksgiving, Christmas, Easter, potlucks, church dinners, or any large family gathering. It easily feeds a crowd, and the leftovers are just as delicious the next day spread onto toasted French bread or served with buttery crackers as a warm spinach dip.
If you’ve ever ordered Spinach Maria at Calhoun’s, you’re going to love having this easy copycat recipe at home.
Why You’ll Love This Spinach Maria Recipe
- Just like the famous Calhoun’s Restaurant version
- Perfect holiday side dish
- Feeds a crowd
- Wonderfully creamy and cheesy
- Great make-ahead recipe
- Delicious leftovers
- Doubles as an amazing hot spinach dip
Ingredients You’ll Need
- Frozen chopped spinach
- Whole milk
- Dry mustard
- Garlic powder
- Crushed red pepper flakes
- Yellow onion
- Olive oil
- Butter
- All-purpose flour
- Velveeta cheese
- Cheddar cheese
- Monterey Jack cheese
- Shredded Monterey Jack cheese
Ingredient Notes
Frozen Spinach
Frozen chopped spinach works perfectly for this recipe because it’s already tender and blends beautifully into the creamy cheese sauce. Just be sure to thaw it completely and squeeze out as much water as possible.
Whole Milk
Whole milk creates the rich, creamy texture that makes this recipe taste like the restaurant version.
Velveeta
Velveeta melts incredibly smooth and helps create that signature creamy cheese sauce without becoming grainy.
Crushed Red Pepper
Don’t skip it! It doesn’t make the dish overly spicy—it simply gives Spinach Maria its signature little kick.
How to Make Spinach Maria
Step 1
Preheat your oven to 350°F and grease a large baking dish.
Step 2
Heat a little olive oil in a skillet over medium heat. Add the diced onion and cook until softened and translucent.
Step 3
In a large stockpot, combine:
- milk
- garlic powder
- dry mustard
- crushed red pepper
- cooked onion
Bring to a gentle simmer.
Step 4
Meanwhile, melt the butter in a saucepan over low heat.
Whisk in the flour and cook for 3–4 minutes, stirring constantly until a smooth roux forms.
Step 5
Slowly whisk the roux into the simmering milk mixture.
Continue stirring until the sauce thickens.
Step 6
Add the cubed Velveeta, cheddar, Monterey Jack, and the shredded Monterey Jack cheese.
Stir until all of the cheese has completely melted into a smooth, creamy sauce.
Step 7
Remove from the heat and let the cheese sauce rest for about 10 minutes.
Step 8
Fold the well-drained spinach into the cheese sauce until completely combined.
Step 9
Spread the mixture into the prepared baking dish.
Sprinkle additional shredded Monterey Jack cheese over the top.
Step 10
Bake for 15–20 minutes, or until hot and bubbly.
Serve immediately.
Melissa’s Tips
✔ Use your biggest pot.
Once the spinach is added, this recipe grows fast! I originally started in a large saucepan and ended up transferring everything to a giant mixing bowl because it overflowed. Next time, I’ll start with my largest stockpot.
✔ Drain the spinach really well.
Extra water will thin your cheese sauce. I like to squeeze the spinach in batches until almost no liquid comes out.
✔ Cook the onions first.
I don’t love crunchy onions hiding inside creamy casseroles, so I always sauté them until they’re soft before adding them to the milk.
✔ Don’t rush melting the cheese.
Keep stirring until every last cube melts into the sauce.
Variations
- Add a little Parmesan cheese.
- Use Pepper Jack for more heat.
- Reduce the crushed red pepper for a milder version.
- Stir in cooked bacon for extra flavor.
Can I Make Half a Recipe?
Yes!
This recipe makes enough to comfortably serve about 12 people, making it ideal for holiday dinners.
For a smaller family meal, simply cut the ingredients in half and bake in a smaller casserole dish.
Storage
Store leftovers in an airtight container in the refrigerator for up to 4 days.
Reheating
Reheat in the microwave or warm gently in the oven until heated through.
Can You Freeze Spinach Maria?
Yes.
Freeze the baked casserole tightly covered for up to 2 months.
Thaw overnight in the refrigerator before reheating.
What to Serve with Spinach Maria
This creamy spinach side pairs wonderfully with:
- Smoked ham
- Prime rib
- this easy Chicken-A-La-King recipe
- Roast turkey
- Pork tenderloin
- Baked chicken like this chicken paprika with sour cream
- Holiday dinners
- Thanksgiving mealslike these turkey and stuffing roll-ups
- Christmas dinner like this, honey glazed ham or slow cooker ham with brown sugar
Frequently Asked Questions
What is Spinach Maria?
Spinach Maria is a famous cheesy spinach side dish served at Calhoun’s Restaurant in Tennessee. It’s made with spinach, a creamy cheese sauce, and just enough crushed red pepper to give it a subtle kick.
Is Spinach Maria spicy?
Not really. The crushed red pepper adds warmth and flavor without making the dish overly hot.
Can I make Spinach Maria ahead of time?
Yes. Assemble the casserole a day ahead, refrigerate, and bake just before serving.
Can I use fresh spinach?
You can, but frozen chopped spinach gives the closest texture to the original restaurant recipe and is much easier to prepare.
What cheese is in Spinach Maria?
This copycat recipe uses Velveeta, cheddar cheese, and Monterey Jack to create an incredibly creamy sauce.
Calhoun’s Spinach Maria Recipe
Equipment
- Large stockpot (or Dutch oven)Medium saucepanWhiskMixing spoon or silicone spatula9x13-inch baking dishMeasuring cups and spoons
Ingredients
- 50 oz. frozen chopped spinach 5 bags (10-ounce) – thawed and well drained
- 4&1/2 cups whole milk
- 1 tsp. dry mustard
- 1 tsp. garlic powder
- 1&3/4 tsp. crushed red pepper flakes
- ½ medium yellow onion, diced
- 1 tbsp. olive oil
- 5 tbsp. butter, melted
- 6 tbsp. all-purpose flour
- 8 oz. Velveeta cheese, cubed
- 8 oz. cheddar cheese, cubed
- 4 oz. Monterey Jack cheese, cubed
- 3 cups shredded Monterey Jack cheese divided
Instructions
- Preheat the oven to 350°F.
- Grease a 9×13-inch baking dish.
- Heat the olive oil in a skillet over medium heat.
- Add the diced onion and cook until soft and translucent.
- In a large stockpot, combine the milk, dry mustard, garlic powder, crushed red pepper flakes, and cooked onion.
- Bring to a gentle simmer.
- In a medium saucepan, whisk together the melted butter and flour over low heat.
- Cook, stirring constantly, for 3–4 minutes to form a smooth roux.
- Whisk the roux into the simmering milk mixture.
- Continue stirring until the sauce thickens.
- Add the cubed Velveeta, cheddar, Monterey Jack, and 1½ cups shredded Monterey Jack cheese.
- Stir until completely melted and smooth.
- Remove the sauce from the heat and let it rest for 10 minutes.
- Fold in the well-drained spinach until evenly combined.
- Transfer the mixture to the prepared baking dish.
- Sprinkle the remaining 1½ cups shredded Monterey Jack cheese over the top.
- Bake for 15–20 minutes, or until hot, bubbly, and the cheese has melted. Serve warm.
Notes
- Drain the spinach extremely well before adding it to the cheese sauce. Excess moisture can make the casserole watery.
- Use your largest stockpot. This recipe makes a generous amount and becomes very full once the spinach is added.
- Cooking the onion until translucent gives the casserole a smoother texture and sweeter flavor.
- Leftovers make an incredible warm dip served with toasted French bread or buttery crackers.
