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One Pot Cauliflower Mac and Cheese

Prep Time:

15 minutes

Cook Time:

15 minutes



The cauliflower in this recipe thickens the sauce, which eliminates the need for flour and butter. Using whole wheat noodles adds extra protein and fiber. I’m not going to pretend that this is as good as regular mac+cheese, but I know it’s yummy because everyone in my family asks for seconds when I serve it!


  • 2.5 cups whole milk

  • 2.5 cups water

  • 1 (12 oz) bag frozen cauliflower (equates to about 5 cups cauliflower if using fresh)

  • 1 (16oz) box or 5 cups of whole wheat noodles (barilla brand is best, use penne, rotini or macaroni)

  • 4 to 5 cups (same as 16 oz) block of sharp cheddar cheese, shredded at home (do not use pre-shredded, the recipe will not work with pre-shredded cheese)


1) In a blender combine

  • 2.5 cups milk

  • 2.5 cups water

  • 1 (12oz) bag of frozen cauliflower

2) Pour the blended mixture into a medium sized pot and bring it to a boil.  Once it boils add

  • 1 (16oz) box whole wheat noodles (I use Barilla brand penne)

3) After adding the noodles, Turn the heat to medium-low.

4) Cook noodles in milk until they are soft and the liquid thickens, about 7-8 minutes.  Stir the pot occasionally to ensure that the milk does not burn.  Do not cover with a lid or the milk will boil over.

5) Once the noodles are soft, TAKE THE POT OFF THE STOVE

6) Once the pot is off the stove, lightly stir in

  • 4-5 cups sharp cheddar cheese (DO NOT USE PRE SHREDDED CHEESE)

7) Put a lid on the pot and let it sit for 2 minutes without stirring.

8) Take off the lid, stir the noodles one last time, add a sprinkle of salt and pepper if needed after tasting.

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