Healthier Mac and Cheese (and Cauliflower) originally from

Feast your eyes on the pictures below and then break out the pots and pans to make this healthier version of an old family favorite comfort food.  The beauty of this recipe is that you can change it up to go even healthier than as shown.  Variations include using all cauliflower and no pasta, or substitute quinoa for the pasta and load up on the cauliflower.  Even skip the breadcrumbs if you’re trying to limit gluten and carbs.  Try adding in other veggies for a great slightly different version, broccoli or tomatoes work great in all mac and cheese dishes.  You can even add in chicken or tuna and make a complete meal out of it.  Happy Cooking All!

Skillet Cauliflower Mac and Cheese

This easy and extra cheesy mac and cheese dinner gets a healthified veggie bump thanks to caramelized cauliflower added to the velvety cheese pasta to create a whole new take on a comfort food favorite.

Cauliflower Mac n Cheese sneaks in a little healthy to everyone's favorite comfort food |

Cauliflower Mac n Cheese sneaks in a little healthy to everyone's favorite comfort food |




Cauliflower comes in several hues these days, so if available, look for the orange cauliflower to match and meld into your cheesy sauce. It helps to avoid the pesky question of, “What IS THIS?” when spied upon the first forkful with a glaring stink-eye. If you can’t find an orange one, regular white cauliflower tastes exactly the same. I like to cut my florets pretty small so they literally melt into the sauce, making it a perfect sneak-attack for picky eaters.

Cauliflower Mac n Cheese sneaks in a little healthy to everyone's favorite comfort food |


Cauliflower Mac n Cheese sneaks in a little healthy to everyone's favorite comfort food |

The cauliflower is cooked in a very large skillet, as is the rest of this dish, making for at least one less dish to wash. One more vote for victory.

The garlic is cooked in a bit of butter and then the cauliflower goes in, cooking for 10 minutes or so, until it’s sweetened and caramelized. I add some water at about the half way point to help steam and move the whole cauliflower caramelization process along.

For this mac and cheese recipe I used a combination of Medium Cheddar to really get that cheese-flavor point across the palate, and Colby and Monterey Jack to add to the sauce’s cream factor. Calcium. Protein. They’re naturally added in there too. The cheese is all added to the simple butter, flour and whole milk roux cooked in the same pan as the cauliflower.

Dirty dishes. Who needs ’em?Cauliflower Mac n Cheese sneaks in a little healthy to everyone's favorite comfort food |

Skillet Cauliflower Mac and Cheese sneaks in a little healthy to everyone's favorite comfort food |

One of my favorite parts of this mac and cheese, and what pairs so deliciously with the creaminess of the cheese sauce, macaroni, and the tender cauliflower, are the garlicky bread crumbs generously sprinkled on top. The contrast in texture is spot on and instantly addicting.

Since most of the cooking is done before mixing everything together, this dish needs only about 10 minutes in the oven just to melt it all together.

If you’d like make this ahead, just refrigerate before baking and add another 10-15 minutes or so to the timing. This recipe also reheats well in the oven for leftovers through the week. If there are any, that is.

Let the digging-in begin.


Skillet Cauliflower Mac and Cheese

This ultimate comfort food recipe gets a veggie bump with caramelized cauliflower added to this smooth and velvety cheesy pasta for a new family favorite.
Serves: serves 10
  • 1 pound pasta, I used large shells, but you could use elbows, rotini or capatappi
  • 9 tablespoons butter
  • ¼ cup panko breadcrumbs
  • ½ teaspoon garlic salt
  • 2 cloves garlic, pressed or minced
  • 1½ lb. cauliflower, cut into ½-inch florets and roughly chopped into smaller pieces
  • ¼ cup all-purpose flour
  • ½ teaspoon kosher salt
  • ¼ teaspoon white pepper
  • 3 cups whole milk
  • 3 cups Colby and Monterey Jack cheese, shredded
  • 2 cup Medium Cheddar Cheese, shredded
  • Kosher salt
  1. Preheat the oven to 400° F. Bring a large pot of water to a boil, season generously with kosher salt and cook the pasta just until al dente. Drain and place back in the pot or into a large bowl.
  2. While pasta is cooking, in a large, high-sided non-stick skillet over medium high heat, melt 1 tablespoon of butter and add the panko breadcrumbs. Season with the garlic salt and stir the breadcrumbs often until golden, toasted and fragrant. Transfer immediately to a small bowl and set aside.
  3. To roast the cauliflower, in the same skillet, melt 3 tablespoons of butter. Add the garlic and cook for 30 seconds or until fragrant. Add the cauliflower to the pan, reduce the heat to medium and cook for 5 minutes, stirring occasionally, and add ¼ cup water. Cook for another 5-7 minutes or until the cauliflower is softened and caramelized. Season with kosher salt and freshly ground black pepper, then add to the pasta.
  4. To prepare the cheese sauce, wipe the skillet clean and melt the remaining butter in the same skillet over medium heat. Add the flour and whisk to combine, cooking for about 3-4 minutes, until the flour mixture becomes light brown in color. Add the milk while whisking and cook for about 5-8 minutes or until the sauce thickens and coats the back of a spoon, whisking often.
  5. Once the sauce has thickened, turn off the heat and stir in the cheeses until melted. Pour over the pasta and cauliflower and stir to combine, getting the cheese in all of the nooks and crannys of the pasta. Transfer the mac and cheese mixture back to the skillet and sprinkle with the toasted panko crumbs. Bake in the oven for about 5-10 minutes, tenting the top with aluminum foil if the panko crumbs start to become too browned, and serve.

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