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Lightened Up Three-Cheese Macaroni

Lightened up macaroni and cheese, with three types of cheese! The use of cauliflower keeps the calories in check. There isn’t a better comfort food to keep a hungry stomach happy.

Lightened Up Three-Cheese Macaroni and Cheese

As a food blogger, I feel obligated to present my readers with a Thanksgiving assortment of classic recipes, modern twists, and delectable desserts. Problem is, I don’t cook Thanksgiving dinner (and to be 100% honest, I’m not down with pumpkin pie). That doesn’t mean I don’t enjoy a hearty scoop of homemade mashed potatoes lathered in gravy. Or a mountain of stuffing, surrounding a perfectly prepared slice of  turkey. So, I’m going to do my best to present a few recipes before the big day that you may want to add to the assortment.

In late summer, we discovered the joy of roasted cauliflower and I’ve been keeping it on hand ever since. It’s quickly become a favorite vegetable on our house and I’ve been looking for ways to use it as much as I can. Now, we all know Handsome doesn’t allow me to mess with his macaroni and cheese, but from time to time I can sneak a little something in.

I’m no dietitian, but this lightened up macaroni and cheese recipe, from Food  Network magazine, would certainly fool me if I were counting calories. Heavy cream, lots of cheese, and pasta – I’m pretty sure the only redeeming quality is the cauliflower. Either way, it makes a delicious meal and even better leftovers. Especially when mixed with a little taco meat and reheated.

Lightened Up Three-Cheese Macaroni and Cheese

Decide for yourself if this is really lightened up or not. But taste it first, just to be sure. 😉

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Lightened Up: Three-Cheese Macaroni

Lightened Up: Three-Cheese Macaroni


  • 1 large egg
  • 1/2 cup heavy cream
  • 1/2 cup 2% milk
  • Pinch of cayenne pepper
  • Pinch of freshly grated nutmeg
  • 1/2 teas smoked paprika
  • Kosher salt and freshly ground black pepper
  • 1 1/3 cups grated extra sharp cheddar cheese
  • 1/2 cup grated havarti cheese
  • 3/4 cup grated pecoreno romano
  • 1/2 head cauliflower, cut into small flourets
  • 2 cups medium pasta shells
  • 2 cups medium whole wheat pasta shells


  1. Whisk the eggs, cream, milk, cayenne, nutmeg, paprika, salt, and pepper to taste in a bowl. Toss the 1 cup cheddar, 1/2 cup havarti dill, and 1/2 cup pecoreno romano in a separate bowl.
  2. Bring a large pot of salted water to a boil. add the cauliflower and cook until almost falling apart, about 7 minutes. Transfer with a slotted spoon to a bowl. Add the pasta to the same water and cook until al dente, about 10 minutes. Drain, reserving 1/4 cup cooking water. Preheat broiler.
  3. Combine the egg mixture and the grated cheeses in the empty pot and cook over medium-low heat, stirring constantly, until the cheese melt and the sauce begins to thicken. Remove from the heat and add the cauliflower. Puree with an immersion blender until smooth and light (you could also use a regular blender). Stir in some of the reserved pasta water until creamy.
  4. Toss the pasta in the sauce; season with salt and black pepper. Transfer to a shallow casserole dish and top with 1/3 cheddar and 1/4 pecorino romano. Broil until golden brown, about 5 minutes.


 Lightened Up Three-Cheese Macaroni and Cheese

sandie odom

Saturday 19th of April 2014

Anyone have the calorie count for a portion of this? It sounds amazing, but not terribly healthy.

jean @ lemons and anchovies

Monday 21st of November 2011

The cauliflower disappears in all that creamy, cheesy goodness. The best of both worlds, in my opinion. I would eat this any time of day.


Sunday 20th of November 2011

Awesome recipe! What a great addition to a classic favourite! If you like cauliflowers, please check out my recipe for curried cauliflower and apple mash...


Priscilla - She's Cookin'

Sunday 20th of November 2011

Adding cauliflower to mac & cheese to lighten it up - I like it! More nutritious, too - but we'll never tell :) Looks deliciously creamy & cheesy!

Melissa (MelissaLikesToEat)

Friday 18th of November 2011

This looks absolutely delicious. I don't see how it's "light" but I'm down with it!!

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