Step 1:
Heat a Dutch oven or large pot over medium-high heat.

Step 2:
Add the ground beef and break it apart with a spatula.
Let it cook for about 5 minutes, stirring occasionally.

Step 3:
Add the finely chopped onion and cook with the beef until the meat is browned and the onion is translucent, about another 5 minutes.

Step 4:
Stir in the minced garlic, Italian seasoning, dried basil, red pepper flakes (if using), tomato paste, and uncooked orzo.
Mix very well and let it cook for about 1 minute to bring out the flavors.

Step 5:
Pour in the tomato sauce, beef broth, heavy cream, and Worcestershire sauce.

Step 6:
Stir everything together, making sure the orzo is fully submerged in the liquid.

Step 7:
Once the mixture starts bubbling, lower the heat slightly and keep the pot uncovered.

Step 8:
Cook for 10-15 minutes, stirring frequently, until the orzo is tender and the sauce has thickened.

Step 9:
Remove the pot from the heat and stir in the fresh baby spinach and grated parmesan cheese.

Step 10:
Cover the pot and let it sit for 5 minutes to let the spinach wilt and the sauce thicken even more.

Step 11:
Taste and adjust seasoning with salt and black pepper as needed.

Step 12:
Serve hot, garnished with extra grated parmesan and chopped fresh basil.