"Spicy" Macaroni with Cheese

I made this dish a couple weeks ago for the potluck dinner and it was pretty tasty despite the distinct lack of spice and my clumsy fingers. Clumsiness in that I did not mix the pasta together well enough with the other ingredients to get a good distribution throughout the dish, rather there were spots flourishing with vegetables and cheese and then sections of barren pasta wasteland. But all in all, it was very good!

My sister gets part of the credit (not full credit because she found it on food network :P) for the recipe. But she'll have plenty of opportunities for more credit soon when she teaches me how to make her famous cheesecake!

Spicy Macaroni with Cheese

Ingredients
1 pound Cellentani pasta (Food Network suggests elbow macaroni but I like this pasta better)
3 tablespoons extra-virgin olive oil
1 onion, chopped
4 cloves garlic, chopped
1 (14.5-ounce) can diced tomatoes
1 (10-ounce) package frozen spinach, thawed and drained of excess liquid
1 tbsp red pepper flakes
1/2 cups bread crumbs
1/4 cup grated Parmesan
1/3 cup grated Parmesan (separate from the 1/4 cup)
1/4 cup grated Romano
1/3 cup grated Romano (separate from the 1/4 cup)
2 tablespoons butter, softened, plus 2 tablespoons
12 ounces mozzarella cubed
1/4 teaspoon freshly ground nutmeg

Method
1. Preheat the oven to 350 degrees F.
2. Cook the pasta until al dente (about 8-10 minutes depending on the pasta)
3. Heat the olive oil over medium heat. Add the onion and garlic and cook until the onion is golden, about 7 minutes. Add the tomatoes, spinach, and red pepper flakes. Stir to combine and cook until heated through, about 5 minutes.
4. Mix together the bread crumbs, 1/4 cup Parmesan, and 1/4 cup Romano. Spread the softened butter in a glass baking dish and sprinkle half of the bread crumb mixture inside the dish to coat.
5. In a large bowl combine the vegetable mixture with the cooked macaroni, cubed mozzarella, the remaining Parmesan and Romano cheeses, and the nutmeg. Spoon into the prepared baking dish, top with the remaining bread crumb mixture, and dot the top with the remaining butter.
6. Bake until the top is golden brown, about 30 to 40 minutes.

Enjoy!