If you love cauliflower cheese, this recipe is going to make you very happy.
Because essentially, that’s what this is – a classic British cauliflower cheese turned into a full pasta bake.
You still get the rich, savoury cheese sauce, the golden bubbling top and that deeply comforting flavour. But instead of serving it as a side dish, the cauliflower is mixed with macaroni to make a proper dinner.
It’s cosy, filling and exactly the sort of food you want on a cold evening.
This is also a slightly different beast from my classic baked mac and cheese. That one is all about pasta and cheese sauce in its purest form. Here the cauliflower plays a big role, adding sweetness, texture and a bit of vegetable virtue to the whole situation.
And there are a couple of other little twists too – bay leaves for depth, wholegrain mustard for brightness, and (perhaps slightly controversially) a bit of raw onion stirred into the sauce for bite.
Trust me on that one.
Why You’ll Love This Macaroni Cauliflower Cheese
There are lots of mac and cheese recipes out there, but this one has a few things going for it.
- First, the cauliflower adds both flavour and texture. As it bakes it softens into the cheese sauce and creates something much more interesting than pasta alone.
- Second, it’s proper comfort food. Creamy sauce, bubbling cheese, crispy topping – the whole lot.
- And finally, it works brilliantly either as a main course or a side dish. Serve a big bowl of it on its own, or alongside something like roast pork or grilled sausages.
Either way, it’s the kind of dinner that makes the kitchen smell amazing.

Ingredients (and Why They Work)
This recipe uses a classic béchamel-based cheese sauce, which gives the dish its rich, creamy texture.
- Macaroni – The traditional pasta choice for mac and cheese. The curved shape holds onto the sauce beautifully.
- Cauliflower – The star ingredient here. As it cooks it softens and absorbs the cheese sauce while adding a gentle sweetness.
- Butter, flour and milk – These form the base of the white sauce.
- Bay leaves – A small ingredient that adds a surprising amount of savoury depth.
- Wholegrain mustard – Mustard and cheese are a brilliant combination. The mild vinegar bite helps cut through the richness of the sauce.
- Onion (added raw) – This might sound unusual, but it works beautifully. The onion softens slightly in the oven while still keeping a bit of bite.
- Cheddar cheese – A good mature cheddar gives the sauce its flavour.
- Breadcrumbs and extra cheese – For that golden, crispy topping.
Tips for the Best Cauliflower Mac and Cheese
A few small things make a big difference with this dish.
- Don’t overcook the pasta – It continues cooking in the oven, so keeping it slightly firm prevents it becoming soft.
- Use good cheddar – A mature cheddar makes the sauce much more flavourful.
- Trust the raw onion – It might sound odd, but it adds a brilliant little pop of texture and flavour.
- Let it rest for a few minutes – Like most baked pasta dishes, it settles slightly after coming out of the oven.
This works beautifully as a main dish but you could also have it as a side with some pork chops like here. Here are some more dishes you could serve it alongside:
- Roast Beef Dinner with Yorkshire Puddings
- The Best Barbecued Pork Loin
- Sticky BBQ Ribs with Cauliflower Mash
Or check out my Best Vegetable Sides for Mac and Cheese.
Macaroni Cauliflower Cheese

Ingredients
- 25 grams butter
- 25 grams plain flour
- 1 pint milk
- 2 bay leaves
- 2 teaspoons whole grain mustard
- 300 grams macaroni
- 1 cauliflower
- 1 onion
- 200 grams cheddar cheese, plus extra for topping, grated
- 1 slice stale bread
Instructions
- Put a large pan of salted water on to boil, and cook the macaroni together with the cauliflower for 10 minutes (make sure you don't overcook – you want them to be a bit al dente when you put the mac 'n' cheese in the oven).
- Pre-heat your oven to about 160C.
- Melt the butter in a pan and stir in the flour using a whisk. Stir and heat for about a minute, then turn the heat off and gradually add the milk, whisking all the time. If you use a whisk, you'll find it doesn't get lumpy.
- When all of the milk has been added, turn the heat back on low and heat through, whisking all of the time, until the sauce thickens to your liking then turn the heat back off.
- Stir the chopped, raw onion, bay leaves, mustard and grated cheddar cheese into the sauce and season with salt and plenty of black pepper.
- Transfer the cauliflower, macaroni and sauce to an oven proof dish and combine. Top with additional grated cheese (I find that gruyere is very good as a topping) and bread crumbs (rub the stale bread between your palms to create the bread crumbs).
- Pop in the oven for about 40 mins, or until the topping is brown, crispy and bubbling and you can't resist tucking in!

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