In a large soup pot or Dutch oven, heat over medium-high heat and add 1 pound of lean ground beef. Cook for 5-6 minutes without stirring, allowing it to brown nicely before breaking it into smaller pieces with a wooden spoon.

Next, add 1/2 medium chopped onion to the browned beef in the pot. Stir occasionally and cook for an additional 5 minutes or until the onion becomes translucent and softens.

Once the onions are softened, mix in 3-4 cloves of minced garlic, 1/2 teaspoon of crushed red pepper flakes, and 1/2 teaspoon of Italian seasoning. Cook everything together for about 1 minute until fragrant.

Pour in 1 cup of uncooked orzo pasta, followed by 1 (14 ounce) can of tomato sauce, 3/4 cup of beef broth, 1 cup of heavy cream, and 1 teaspoon of Worcestershire sauce. Stir well to combine all the ingredients.

Check the orzo for tenderness after 10 minutes. Once cooked, remove the pot from heat and mix in 1/2 cup of freshly grated parmesan cheese and 2 cups of packed fresh baby spinach.

Cover the pot and let it sit for 3-5 minutes, allowing the cheese to melt and the spinach to wilt. Adjust seasoning with salt and pepper, and serve warm.