Vegetable-Loaded Mac and Cheese with Cauliflower Sauce

By Lauren Mitchell, Test Kitchen Director · Reviewed by AislePrompt Editorial · Published 2026-05-26 · Updated 2026-05-26

A creamy mac and cheese where cauliflower and pureed vegetables create a luscious sauce that sneaks nutrition into every comforting bite. This general-inspired kid friendly ready in about 40 minutes blends elbow macaroni, cauliflower florets, medium, chopped carrot into a versatile sauce that lifts everything from grain bowls and roasted vegetables to grilled proteins — a small-batch staple worth keeping in the fridge. Each serving lands at about 460 calories and feeds 6, so a small batch covers several meals across the week without taking over the fridge. Tap "Plan a meal with the AI" below to drop this recipe into your week and send the ingredients straight to Instacart. Nutrition values are approximate, calculated from USDA FoodData Central (fdc.nal.usda.gov) — verify against ingredient labels for any health-driven dietary plan.

Ingredients

• 10 oz elbow macaroni
• 2 cups cauliflower florets
• 1 medium, chopped carrot
• 2 cups milk
• 2 cups shredded sharp cheddar cheese
• 2 oz softened cream cheese
• 2 tbsp unsalted butter
• 2 tbsp all-purpose flour
• 1/2 tsp garlic powder
• 1/2 tsp onion powder
• 1 tsp salt
• 1/4 tsp black pepper
• 1/2 cup panko breadcrumbs
• 1 tbsp olive oil

Instructions

1. Step 1: Bring a large pot of salted water to a boil. Add 10 oz elbow macaroni and cook for 7-8 minutes until al dente; drain and set aside.
2. Step 2: In a medium saucepan, add 2 cups cauliflower florets and 1 chopped medium carrot with 1 cup water. Bring to a boil, then simmer for 10 minutes until vegetables are tender.
3. Step 3: Transfer the cooked vegetables and 1 cup milk to a blender and puree until completely smooth; set aside.
4. Step 4: In a large saucepan, melt 2 tbsp unsalted butter over medium heat. Whisk in 2 tbsp all-purpose flour and cook for 1 minute until bubbling but not browned.
5. Step 5: Gradually whisk in the pureed vegetable and milk mixture, stirring constantly until thickened, about 3-4 minutes.
6. Step 6: Remove from heat and stir in 2 cups shredded sharp cheddar cheese, 2 oz softened cream cheese, 1/2 tsp garlic powder, 1/2 tsp onion powder, 1 tsp salt, and 1/4 tsp black pepper until smooth.
7. Step 7: Add the cooked macaroni to the cheese sauce and stir until fully coated.
8. Step 8: Transfer macaroni and cheese to a greased 8x8 inch baking dish.
9. Step 9: In a small bowl, toss 1/2 cup panko breadcrumbs with 1 tbsp olive oil until evenly coated, then sprinkle on top.
10. Step 10: Broil in the oven for 3-5 minutes until the breadcrumb topping is golden and crisp. Serve warm.