Step 1

Preheat your oven to 350 degrees Spray a 2-quart baking dish or 9x9 inch or 11x7 inch baking pan with nonstick cooking spray, or grease with olive oil or butter.

Step 2

Boil the noodles until al dente, according to the directions on the package. Once done cooking, drain and set aside.

Step 3

Cook your chicken: add ½ tablespoon olive oil to a large pot and place over medium high heat. Add in diced chicken, season with garlic powder and salt and pepper; cook for 5-7 minutes or until chicken is no longer pink. Transfer chicken to a large bowl once done cooking.

Step 4

In the same pot you cooked chicken, you can caramelize your onions: add in ½ tablespoon olive oil or butter, onions and salt and pepper; stir to coat. Cook onions, stirring occasionally; check your onions every 5-10 minutes until they have completely caramelized and turned golden brown. If the onions appear to be getting too dark or sticking too much to the bottom of the pan, then simply reduce the heat a bit. You can also add in a few teaspoons of water to help deglaze the pan. Once the onions have caramelized, reduce heat to low and stir in spinach with the onions; cook until spinach wilts. Remove from heat and transfer to the bowl with the chicken.

Step 5

In the same pot, add in 2 tablespoons of butter and place over medium heat. Once butter is melted, whisk in a little bit of the flour and then slowly add in milk, a little bit at a time, alternating with the flour and vigorously whisking away any lumps. Bring mixture to a boil, then reduce heat to a simmer and stir every so often, until the sauce thickens up.

Step 6

Once sauce has thickened up a bit, turn off the heat and stir in garlic powder, parmesan cheese. salt and LOTS of freshly ground black pepper.

Step 7

Next stir in cooked noodles, spinach and caramelized onions and chicken. Season again with salt and pepper, to taste. Pour mixture into your prepared baking pan and spread out.

Step 8

In a small bowl, mix breadcrumbs with melted butter. Sprinkle breadcrumb mixture on top of casserole and bake for 25 minutes or until breadcrumbs are golden brown. Serves 6.