Baked Manicotti

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  • 12 manicotti pasta shells, cooked according to package directions

Meat Filling

  • 2 Tbls. olive oil
  • 1 sm. onion, chopped
  • 3 cloves garlic, minced
  • 1 10oz. pkg. frozen, chopped spinach, thawed
  • 2 Tbls. butter, divided
  • 1 lb. lean ground beef
  • 2 chicken livers (optional, but it’s good in here)
  • 5 Tbls. Parmesan cheese
  • 2 Tbls. heavy cream
  • 2 eggs, lightly beaten
  • 1/2 tsp. dried oregano
  • salt
  • Freshly ground black pepper

Tomato Sauce*

  • 2 Tbls. olive oil
  • 1/2 C. chopped onion
  • 2 lg. cans crushed tomatoes
  • 2 Tbls. tomato paste
  • 1 tsp. dried basil
  • 1 tsp. sugar
  • 1/2 tsp. salt
  • Freshly ground black pepper

Bechamel Sauce

  • 4 Tbls. butter
  • 4 Tbls. flour
  • 1 C. whole milk
  • 1 C. heavy cream
  • 1 tsp. salt
  • 1/8 tsp. white pepper


For the Meat Filling:

  1. Heat olive oil in large skillet. Add onions and garlic and cook over medium heat, stirring frequently until softened brown not browned. Stir in the spinach and cook, stirring constantly for 3-4 minutes, until moisture has evaporated. Transfer to large bowl.
  2. In same skillet, melt one tablespoon of butter, add ground beef and cook, breaking up large chunks. Add to spinach mixture.
  3. In same skillet, melt another tablespoon of butter. Add chicken livers and cook, turning them frequently until cooked and lightly browned, about 3-4 minutes. Remove from skillet and chop coarsely. Add to beef/spinach mixture.
  4. Add parmesan cheese, 2 tablespoons cream, eggs and oregano. Stir together to combine. Season with salt & pepper

For the Tomato Sauce:

  1. In 2-3 quart saucepan, heat olive oil. Add onions and cook over medium heat until softened but not browned. Add tomatoes, tomato paste, basil, sugar, salt and a few grindings of fresh black pepper.
  2. Reduce heat to low and simmer with pan partially covered for 30-45 minutes, stirring occasionally. Taste and adjust seasonings.

For the Bechamel Sauce:

  1. In 2-3 quart saucepan, melt butter over medium heat. Add flour and stir to incorporate flour into butter. Add milk and cream all at once and whisk constantly. Raise heat and continue whisking until sauce comes to a boil and sauce is smooth. Reduce heat, simmer while stirring until sauce thickens, about 2-3 minutes more. Remove from heat and season with salt and white pepper.

To assemble:

  1. Preheat oven to 350 degrees. Coat bottom of 9×13 baking dish with some tomato sauce. Stuff each shell with meat mixture and add to baking dish. Top shells with Bechamel sauce, then tomato sauce (you won’t need all of the tomato sauce). Sprinkle top with additional parmesan cheese and dot with additional butter. Bake about 20 minutes until hot and bubbly.
  2. Garnish chopped parsley or chopped basil, if desired.


*You won’t use all the tomato sauce, save it for spaghetti or freeze for another use later.