Cauliflower Mac and Cheese with Crispy Panko Topping

Cauliflower Mac and Cheese

Cauliflower does not replace the pasta in this baked mac and cheese. Roasted florets and green peas sit among the elbow macaroni, all coated in a pale white-cheddar sauce. Buttered panko bakes into uneven golden patches that stay on top when the casserole is scooped into bowls.

Roasting the cauliflower until just tender helps it hold its shape. Leaving any pan juices behind—and draining the pasta and peas well—keeps extra water out of the sauce. For a version without vegetables, try classic baked mac and cheese.

Ingredients for Cauliflower Mac and Cheese

• 1 lb fresh cauliflower florets, cut into bite-size pieces (450g)
• 1 1/2 tablespoons olive oil
• 8 oz dry elbow macaroni (225g)
• 3/4 cup frozen green peas (105g)
• 4 tablespoons unsalted butter, divided: 3 tablespoons for the sauce and 1 tablespoon for the topping (55g total)
• 3 tablespoons all-purpose flour (25g)
• 2 1/2 cups whole milk (600g)
• 8 oz white sharp cheddar, freshly grated, about 2 cups (225g)
• 1/2 teaspoon garlic powder
• About 1 teaspoon fine salt, divided, plus more for the pasta water
• 1/4 teaspoon freshly ground black pepper
• 3/4 cup panko breadcrumbs (45g)

Optional: 1 teaspoon Dijon mustard for a little tang in the sauce.

Yield: 6 main-dish servings or 8 side servings. Allow about 20 minutes to prep and about 65 minutes total, including the rest.

How to Make Cauliflower Mac and Cheese

1. Roast the cauliflower: Preheat the oven to 425°F (220°C). Toss the florets with the olive oil and 1/4 teaspoon salt. Spread them in one layer on a rimmed sheet pan and roast for 20 to 25 minutes, turning halfway through. Start checking at 20 minutes: the edges should be lightly golden and the florets just tender but intact. Leave any pooled liquid on the pan when transferring the cauliflower.
2. Cook the macaroni and peas: While the cauliflower roasts, cook the macaroni in salted boiling water until about 1 minute shy of the package’s al dente time. Add the frozen peas for the final minute, then drain both thoroughly. The pasta will finish cooking in the oven.
3. Make the cheese sauce: Melt 3 tablespoons butter in a medium saucepan over medium heat. Whisk in the flour and cook for about 1 minute. Gradually whisk in the milk; cook, stirring, until the sauce lightly coats a spoon, about 7 to 10 minutes. Remove from the heat. If using Dijon, whisk it in now. Stir in the cheddar a handful at a time, then add the garlic powder, pepper, and remaining 3/4 teaspoon salt. Taste and adjust the salt as needed. Keep the sauce off the heat while the cheese melts.
4. Assemble: Reduce the oven to 400°F (205°C). Gently fold the macaroni, peas, cauliflower, and sauce together in a 2- to 2 1/2-quart baking dish, keeping the florets intact. The mixture should sit in a substantial layer rather than spread thinly across the dish. Melt the remaining tablespoon of butter, toss it with the panko, and scatter the crumbs unevenly on top, leaving some sauce visible.
5. Bake and serve: Bake uncovered for 15 to 20 minutes. Check at 15 minutes; the edges should be bubbling and the crumbs golden and crisp. If the crumbs darken before the casserole is hot, cover the dish loosely and continue baking. Rest for about 5 minutes, then scoop gently into bowls so each serving keeps some crumb clusters on top.

How to Keep the Sauce Creamy

Give the cauliflower room on the pan so it roasts rather than steams. Leaving its juices behind and draining the macaroni and peas thoroughly prevents that moisture from thinning the sauce. Cooking the pasta just shy of al dente also keeps it from getting too soft during the final bake.

Thicken the milk sauce before adding the cheddar, then stir in the cheese off the heat. Boiling the sauce as the cheese melts can make it grainy.

When Is the Casserole Ready?

Look for bubbling edges and irregular golden crumb patches, not a firm center. A deeper dish or larger cauliflower florets may need more time, so use those cues along with the baking range. The topping will break into crunchy pieces as you scoop. For another version with a crisp topping, see baked mac and cheese with panko.

Storage and Reheating

Cool leftovers and refrigerate them in an airtight container for up to 3 days. Reheat covered in a 350°F (175°C) oven until hot, or microwave individual portions gently. Add a splash of milk if the sauce has thickened.

The breadcrumbs soften in storage, so they are crispest soon after baking. Freezing is not recommended for this dairy sauce and crumb topping.

Nutrition

Approximate nutrition per serving, based on 6 main-dish servings: 525 calories, 21g protein, 28g fat, and 48g carbohydrates. Approximate values per 100g of finished casserole: 165 calories, 7g protein, 9g fat, and 15g carbohydrates. Values vary with the ingredients used and moisture lost during cooking.