Total Time
Prep 0 mins
Cook 55 mins

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.

Ingredients Nutrition


  1. Put a large pot of lightly salted water on to boil. Preheat oven to 450°F Coat an 8-inch square (2-quart) baking dish with cooking spray.
  2. Mix breadcrumbs, oil and paprika in a small bowl. Cook spinach according to package directions. Drain and refresh under cold water; press out excess moisture.
  3. Heat 1 1/2 cups milk in a large heavy saucepan over medium-high heat until steaming. Whisk remaining 1/4 cup milk and 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 Cheddar until melted. Stir in cottage cheese, nutmeg, salt and pepper.
  4. Cook 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.
  5. Bake the casserole until bubbly and golden, 25 to 30 minutes.