Updated Mac & Cheese

  • Active Time 25m
  • Total Time 55m
  • Rating ****

4 servings

Our mac-and-cheese makeover wins raves of approval, having all the comfort and great taste of its predecessors with a substantially more healthful profile. It uses whole-wheat pasta and includes a colorful layer of spinach. It's also a winner for make-ahead convenience.

Make Ahead Tip: Prepare through Step 4. Cover and refrigerate for up to 2 days or freeze for up to 3 months. Thaw in the refrigerator, if necessary, then bake for 35 to 45 minutes


  • 3 tablespoons plain dry breadcrumbs
  • 1 teaspoon extra-virgin olive oil
  • 1/4 teaspoon paprika
  • One 16-ounce or 10-ounce package frozen spinach
  • 1 3/4 cups 1% milk, divided
  • 3 tablespoons all-purpose flour
  • 2 cups grated extra-sharp cheddar (6 ounces)
  • 1 cup low-fat (1%) cottage cheese
  • 1/8 teaspoon ground nutmeg
  • 1/2 teaspoon salt, or to taste
  • Freshly ground pepper, to taste
  • 8 ounces (2 cups) whole-wheat elbow macaroni or penne


Put a large pot of lightly salted water on to boil. Preheat the oven to 450 degrees F. Coat an 8-inch square (2-quart) baking dish with cooking spray.

Mix the breadcrumbs, oil and paprika in a small bowl. Cook the spinach according to package directions. Drain and refresh under cold water; press out excess moisture.

Heat 1 1/2 cups milk in a large heavy saucepan over medium-high heat until steaming. Whisk the remaining 1/4 cup milk and the flour in a small bowl until smooth; add to the hot milk and cook, whisking constantly, until the sauce simmers and thickens, 2 to 3 minutes. Remove from heat and stir in the cheddar until melted. Stir in the cottage cheese, nutmeg, salt and pepper.

Cook the pasta for 4 minutes, or until not quite tender. (It will continue to cook during baking). Drain and add to the cheese sauce; mix well. Spread half the pasta mixture in the prepared baking dish. Spoon the spinach on top. Top with the remaining pasta; sprinkle with the breadcrumb mixture.

Bake the casserole until bubbly and golden, 25 to 30 minutes.

Recipe reprinted by permission of Publisher. All rights reserved.

RecID 7380

nutrition information per serving

503 calories; 17g total fat; 9g total saturated fat; 54mg cholesterol; 935mg sodium; 59g carbohydrates; 8g fiber; 31g protein

These nutrition facts are calculated according to the ingredients listed in this recipe. Any substitutions will change these facts. Although we strive for accuracy, please note that food manufacturers occasionally change their food formulas, which could affect the calculations as shown.

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