Makeover Broccoli Mac & Cheese

Virginia Willis

Lighten Up, Y’all: Classic Southern Recipes Made Healthy and Wholesome

Who doesn’t love a big, bubbling tray of gooey mac and cheese? Here, this most familiar of comfort foods is revamped by JBF Award winner Virginia Willis with chopped broccoli for an extra serving of vegetables.


1 cup shredded 50 percent reduced-fat extra-sharp cheddar cheese
¾ cup shredded 75 percent reduced-fat extra-sharp cheddar cheese
2 tablespoons panko bread crumbs
½ teaspoon paprika
1 ¾ cups 2 percent milk, divided
3 tablespoons unbleached all-purpose flour
1 cup low-fat cottage cheese
½ teaspoon dry mustard
Pinch freshly grated nutmeg
Coarse kosher salt and freshly ground black pepper
8 ounces whole-wheat elbow macaroni
12 ounces broccoli florets and stems


Preheat the oven to 450°F. Bring a large pot of salted water to a boil over high heat. Coat an 8-inch-square (2-quart) baking dish with cooking spray. Combine the first two cheeses in a large bowl. Mix ¼ cup of the cheese mixture with the bread crumbs and paprika in a small bowl. Set aside. 

To make the cheese sauce, heat 1 ½ cups of the milk in a large heavy saucepan over medium-high heat until simmering. Whisk the remaining ¼ 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 the saucepan from the heat and stir in the remaining 1 ½ cups of the cheese mixture along with the cottage cheese until melted. Stir in the dry mustard and nutmeg and add salt and pepper to taste. 

Cook the pasta according to package instructions. In the last 3 minutes of cooking, add the broccoli. Drain well and add the pasta and broccoli to the cheese sauce; mix well. Spread the pasta–broccoli mixture in the prepared baking dish and sprinkle with the bread crumb mixture. Bake until bubbly and golden brown, about 20 minutes. Remove to a rack to cool slightly. Serve warm.

Reprinted with permission from Lighten Up, Y’all, by Virginia Willis, copyright © 2015, published by Ten Speed Press, an imprint of Penguin Random House LLC. Photographs copyright © 2015 by Angie Mosier. For more information, visit


10 servings