If you’re anything like me, there are days when you want something hearty, cozy, and flavorful—without spending an hour in the kitchen or dirtying every dish you own. That’s where this Garlic Butter Orzo with Mushrooms and Spinach comes in. It’s the kind of recipe that checks all the boxes: easy, comforting, and packed with flavor, yet light enough to leave you feeling good afterward. And the best part? It all comes together in just one pan.

Now, I’ll be honest—this dish wasn’t always in my weeknight rotation. It started out as a “what do I make with this half-box of orzo?” situation. But after a few tweaks, it became a regular request in my house. The orzo soaks up every bit of garlicky butter goodness, the mushrooms add an earthy depth, and the spinach? That’s your built-in veggie boost. It’s the kind of no-fuss recipe that feels a little indulgent without actually being heavy.

Whether you’re looking for a meatless main dish, a comforting lunch, or a flavorful side to pair with your protein of choice, this orzo is about to become a new favorite. Let’s get into the first few steps of how to make it.

Ingredients You’ll Need

1 cup orzo pasta
2 tablespoons butter
1 tablespoon olive oil
3 garlic cloves, minced
8 ounces mushrooms, sliced (cremini or button)
2 cups fresh spinach
2 cups vegetable or chicken broth
Salt and black pepper to taste
1/4 cup grated Parmesan cheese (optional)
1 tablespoon chopped fresh parsley (optional)

STEP 1: Start with the Mushrooms

We’re going to build a flavor base right from the beginning. In a large skillet, heat 1 tablespoon of butter and 1 tablespoon of olive oil over medium heat. Once hot, add in your sliced mushrooms—I like cremini for their slightly meatier flavor, but white button mushrooms work just fine too.

Let the mushrooms cook for 6 to 8 minutes, stirring occasionally. You want them nicely browned and for their moisture to fully cook off. Mushrooms tend to release quite a bit of water, so don’t rush this step—it’s what gives you that rich, roasted flavor instead of a soggy bite.

STEP 2: Add Garlic and Toast the Orzo

Once your mushrooms are golden and the pan smells amazing, it’s time to add the minced garlic. Stir it in and let it cook for 1 to 2 minutes, just until it becomes fragrant—be careful not to burn it.

Now stir in your orzo pasta. Toasting the orzo right in the pan with the garlic and mushrooms gives it a warm, nutty flavor and helps it hold its shape as it cooks. Let it toast for about 1 to 2 minutes, stirring constantly so it doesn’t stick.

STEP 3: Simmer with Broth

Pour in the 2 cups of vegetable or chicken broth and bring the mixture to a gentle simmer. This is where the orzo does its magic—it cooks just like risotto, absorbing all that flavorful liquid as it softens.

Let it simmer for about 10 minutes, stirring occasionally to keep it from sticking to the bottom of the pan. You’re looking for the orzo to be tender and for most of the liquid to be absorbed. If you notice the pan getting too dry before the pasta is fully cooked, feel free to add a splash of extra broth or water.

Welcome back! So far, we’ve sautéed our mushrooms, toasted the orzo, and let everything simmer into creamy, garlicky perfection. If your kitchen already smells amazing, just wait—this next part brings it all together.

This recipe is the kind of meal that feels like it should take a lot more effort, but honestly, you’re just a couple of steps away from plating. Whether you’re serving it as a meatless main or a comforting side, the next few minutes will take your orzo from “almost there” to “why didn’t I make a double batch?”

Let’s finish this dish off the right way—with some buttery spinach, a hint of cheese (if you’re into that), and a few quick tips to take it to the next level.

STEP 4: Wilt the Spinach and Add the Butter

At this point, your orzo should be tender and most of the broth absorbed. Now it’s time to fold in the fresh spinach and the remaining tablespoon of butter. You can turn the heat down slightly to avoid overcooking.

Stir everything gently until the spinach wilts—this should take about 2 to 3 minutes. The heat from the orzo does most of the work, so there’s no need to boil or overdo it here. The butter melts into the pasta, adding richness, while the spinach gives you that pop of color and freshness to balance things out.

STEP 5: Finish with Cheese and Seasoning

With the spinach wilted and everything warm and cozy, go ahead and stir in the Parmesan cheese, if you’re using it. I always recommend it—it adds a salty, nutty depth that takes the orzo over the top—but it’s totally optional.

Taste the dish and season with salt and black pepper to your liking. Some broths are saltier than others, so don’t add any salt until you’ve tasted it.

Want to dress it up a little? A sprinkle of fresh parsley adds brightness and makes it look extra pretty if you’re serving it to guests (or just want to feel fancy on a Tuesday night).

Tips and Variations to Make It Your Own

One of the best things about this recipe is how adaptable it is. Here are a few ways to switch it up based on what you have on hand or what you’re craving:

Add Protein – Stir in some grilled chicken, shrimp, or even sautéed sausage to make it more filling. For a vegetarian option, white beans or chickpeas are perfect.
Make it Creamier – If you love creamy textures, add a splash of heavy cream or whole milk at the end. Stir it in after the spinach wilts, and let it warm through for a few minutes.
Try Other Veggies – Mushrooms and spinach are a classic combo, but feel free to mix in peas, kale, sun-dried tomatoes, or even roasted red peppers.
Use Different Cheeses – No Parmesan? No problem. Feta, goat cheese, or a sprinkle of sharp white cheddar all work beautifully here.
Go Dairy-Free – Skip the cheese and butter and use olive oil throughout. You’ll still get a flavorful, satisfying dish.

This orzo dish is kind of like a blank canvas—it works great as-is, but there’s plenty of room to make it your own based on what you love or what you need to use up from the fridge.