While the beef is cooking, wash and cut the onion, carrots, and celery into a small dice of roughly the same size. Grate the garlic. Roughly chop the spinach into smaller pieces.
Once the beef has finished and only the fat remains left in the pot, add in the onions, carrots, celery, and garlic. If you need to, add more oil. Season lightly with salt to encourage the water to come out quicker. Allow this to brown and soften for 8-10 minutes.
Once the vegetables have softened, season with 1 each of dried basil and paprika.
Add in 2 cups of milk, 2 cups of chicken broth, 1 can of petite diced tomatoes, and 10oz of elbow pasta.
Bring this mixture to a light boil, stirring occasionally then reduce the heat to low, cover, and cook for 10-15 minutes or until the noodles have finished.
Add in ¾ cup of shredded cheddar cheese, 6 tbsp of grated parmesan cheese, 3 tbsp of ketchup, and all of the spinach you chopped earlier.
Mix well to incorporate the cheeses and wilt the spinach. Taste test, season with salt and pepper to adjust flavor as needed.