Place a wide pot over medium heat. Once hot, add the beef and cook, breaking it up as it cooks, for 15 minutes. Add a drizzle of extra virgin olive oil if the beef is very lean. Season well with salt, pepper, and a big pinch of crushed red pepper. Once the beef is cooked through, transfer to a paper towel-lined plate.

Add the mushrooms to the skillet and cook over medium heat for 10 minutes until they release their liquid and the liquid evaporates.

Once the mushrooms are dry and turn light golden brown, add a pinch of salt and 1 tablespoon extra virgin olive oil. Fry the mushrooms in the oil for 1–2 minutes until deep golden brown. Transfer the mushrooms to the plate with the ground beef.

Add the diced onion to the pot and cook, turning regularly, for 5–7 minutes until translucent. Add the garlic and cook for 1 minute until fragrant.

Add the tomato paste to the skillet and use your spoon to mash it into the vegetables. Cook for 2–3 minutes until the paste deepens in color and begins to stick to the bottom of the pot.

Pour in the water and bring to a boil. Stir to form a thick tomatoey slurry and lift anything stuck to the bottom of the pot.

Add the canned tomatoes, a pinch of sugar, and a pinch of crushed red pepper. Bring to a boil, reduce the heat, and add the ground beef and mushrooms. Taste and add salt and pepper. Simmer uncovered for 30 minutes or until the sauce thickens. Add water if the sauce evaporates too quickly. Taste and adjust seasonings.

Bring a large pot of water to a boil. Add a big pinch of salt and the orzo. Stir as you add the orzo to the water to prevent it from clumping. Cook according to package instructions, about 7–8 minutes for al dente. Scoop out ½ cup of the water and then drain the orzo.

Taste the sauce and adjust the seasonings. Add the chopped spinach and simmer for 3–4 minutes until wilted.

Add the cooked orzo to the pot and half the reserved pasta water. Stir to coat the orzo, adding the remaining pasta water if needed. Cook for 1–2 minutes or until the orzo is nicely coated. Taste and season one final time. Turn off the heat.

Spoon the orzo into a large serving platter. Scatter fresh basil leaves on top. Finish with a drizzle of extra virgin olive oil. Enjoy!