3 cloves garlic, pressed in garlic press or finely minced
2 Tbs flour
2 C milk
¾ tsp kosher salt
⅛ tsp black pepper
1 1/2 tsp dry basil
¼ tsp red pepper flakes (1/2 tsp or more if you like spicy)
1 medium lemon, zested and juiced
2 C loosely packed fresh spinach, roughly chopped
¾ C grated mozzarella cheese, divided
¾ C grated Parmesan cheese, divided
Preheat oven to 350 degrees. Cook pasta according to package directions. Drain.
Cook bacon until crisp; drain on paper towels. Reserve two tablespoons bacon grease and discard the rest.
Add garlic to bacon grease and cook until fragrant, about 1 minute. Whisk in flour and cook for about a minute. Add milk, continuing to whisk until smooth. Add basil, red pepper flakes, salt, and pepper and stir. Bring to a simmer. Add 2 teaspoons lemon zest and 1 tablespoon lemon juice. Continue to stir until thickened, about 2-3 minutes. Remove from heat.
Reserve all but 1 tablespoon of the bacon and add the rest to the pasta. Add spinach, 1/2c mozzarella, and 1/2c Parmesan, then add sauce. Stir gently.
Transfer to an 8×8 or 9×9 baking dish. Top with remaining cheese and bacon. Cover with foil and bake 20 minutes. Remove foil and bake until cheese is melted and pasta is bubbly, about 5-10 minutes. Allow to cool for 10 minutes before serving.
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