Mac n’ Cheese with Roasted Cauliflower, Scallions and Bacon by Foodie’s Chef Laura Brennan


October 2, 2019

Cauliflower is now a mainstream vegetable!
At our Prepared Foods counter, I am surprised (and impressed) at our Millennial customers’ whole-hearted embrace of all kinds of vegetables. Their mothers were so successful at getting them to eat their vegetables that they continue to do so long after they have left the nest (and moved into South Boston).
This recipe ‘embraces’ roasted cauliflower. Roasting cauliflower is a game-changer; roasting expresses cauliflower’s hidden sweetness without the ‘cruciferous stink’ associated with boiling or steaming the vegetable. The cauliflower is then cooled, chopped into smaller pieces and folded into the
mac n’ cheese base, adding texture and earthiness to the finished dish.

  • Prep: 1 hr
  • Cook: 35 mins
  • Yields: 6 Servings


1 head of cauliflower, about 2 pounds (or 1 ¼ -1 ½ pounds of prepared cauliflower ‘flowerets’)

1/3rd cup onions (small ¼-inch dice)

2-3 tablespoons olive oil

2-3 teaspoons kosher salt, divided

Fresh ground black pepper

4 slices bacon (always optional)

6 tablespoons butter, unsalted, divided

4 tablespoons all-purpose flour

9 cups whole milk (2 quarts plus 1 cup)

1 teaspoon garlic, mashed

1 tablespoon Dijon mustard

4 ounces shredded/grated parmesan cheese, plus 2 extra tablespoons

1-pound elbow or penne pasta (whole wheat pasta works well with the cauliflower)

3-4 scallions, washed & dried (about ½ a standard bunch)

1 cup panko or other dried breadcrumbs


Pre-heat oven to 350 degrees.

roast the cauliflower & onions

Trim outer leaves from head of cauliflower. Cut the cauliflower in half and using a paring knife, cut the halves into smaller 2-inch pieces or ‘flowerets. Give the flowerets a quick rinse under running water and shake in colander to remove excess water. Put the pieces in a large bowl and dry off remaining moisture with paper towels. Dice the onion, add to bowl with cauliflower pieces. Drizzle with olive oil to coat. Season with ½ teaspoon kosher salt and a few twists of the peppermill. Toss thoroughly to combine. Spread out on a sheet pan and roast for 20-25 minutes or until cauliflower pieces are tender; that is, they yield to the point of a knife. (Length of cooking time will of course, depend on the size of your cut pieces.) When tender, remove pan from oven and set aside to cool.

When cooled, rough chop the ‘flowerets’ into small ¼-inch pieces. Set aside.

Leave oven on, set to 350 degrees.

cook the bacon

Cut the bacon slices in half, yielding shorter, not narrower pieces. Start cooking in a cold sauté pan and slowly render until cooked, but not crispy. Pour off excess fat during the cooking process. Remove cooked bacon to a paper towel-lined plate to cool. Chop into small pieces when cool enough to handle. Set aside.

make the cheese sauce

Use 2 saucepans, both large enough to hold 3-quarts of liquid. (Avoid using aluminum pans, if possible, as they will give the finished sauce a grayish tint.)

Bring the milk to a simmer in one of the saucepans, set aside. (This can easily boil over if the heat is too high, or if you walk away!)

In the second saucepan, melt 4 tablespoons (1/2 stick) butter over low heat. Add the flour, 1 tablespoon at a time and whisk to combine until smooth. With the pan still on low heat, slowly add the heated milk. Start with ½ cup and whisk continuously to avoid lumps. Add the rest of the milk, slowly.

Cook the sauce over medium-low heat, whisking to prevent sticking. Stir constantly until mixture comes to a boil. Turn heat to low and cook for another 10-15 minutes, stir often. Taste and season with kosher salt & fresh ground pepper. Add the teaspoon of mashed garlic and the tablespoon of Dijon mustard. Whisk to combine thoroughly.

Off the heat, whisk in the shredded/grated parmesan cheese into the still hot sauce. Whisk to mix thoroughly. Set aside.

cook the pasta

Bring a large pot of water to a boil and add salt. Cook the pasta, following the directions on the box. Cook only until al dente. Drain, reserving 2 cups of the pasta cooking water. Return the cooked and drained pasta back to the now-empty cooking pot and coat with 2-3 teaspoons of olive oil. Stir to coat evenly.

scallions & panko crumbs

Slice the scallions, both green and white parts into thin slivers and add to the cooked pasta above.

Melt 1 tablespoon of butter over low heat in a medium sauté pan. Add the panko or dried bread crumbs, stir to coat with the melted butter. Set aside to cool.

putting it all together

Liberally butter the bottom and sides of a casserole/baking dish large enough to hold all the combined ingredients. If you don’t have one large enough casserole/baking dish, use two dishes.

Add the cooked, chopped bacon to the cooked pasta. Add the cooked, chopped cauliflower & onions to the cooked pasta. Reheat the cheese sauce gently over low heat, constantly stirring to prevent it from sticking to the bottom of the pot, especially now that the cheese has been added. Add some of the reserved pasta-cooking water to the sauce to yield a loose-mayonnaise-like texture.

Coat the cooked pasta and combined ingredients with the warmed cheese sauce. Taste for seasoning. Be generous with the fresh black pepper. Spoon the mixture into the baking/casserole dish(es).

Mix the reserved 2 tablespoons of grated cheese with the panko/breadcrumbs, Sprinkle the surface evenly with these crumbs. Bake for 25 to 35 minutes or until piping hot. (To test: insert a knife into the center, hold it there for a few seconds and remove. The internal heat of the pasta will be transferred to the blade. Tap the blade lightly against a finger. FYI…crazy chefs will tap the blade against their lower lip!! OUCH.)