Creamy Baked Macaroni and Cheese with Kale and Mushrooms

Don't be alarmed by how much kale you start with for this recipe. It will cook down quite a bit and pairs deliciously with the creamy pasta[ and shiitake mushrooms.]

Total Time:
1 hr 5 min
15 min
10 min
40 min

8 to 12 servings

  • Kosher salt
  • 1 pound elbow macaroni
  • 1/4 cup plus 3 tablespoons extra-virgin olive oil
  • 12 ounces shiitake mushrooms, stems discarded, sliced 1/4 inch thick
  • 1 large bunch of kale, stems discarded, roughly chopped (about 8 cups)
  • 4 cloves garlic, minced
  • Freshly ground black pepper
  • 2 1/2 cups half-and-half
  • 1/8 to 1/4 teaspoon cayenne pepper
  • 1 pound cream cheese, room temperature
  • 8 ounces sharp Cheddar, shredded (about 3 cups)
  • 3 ounces Gruyere, shredded (about 1 cup)
  • 1 cup panko bread crumbs
  • Set an oven rack about 6 inches from the heat source and preheat the oven to 425 degrees F.

  • Bring a large pot of salted water to a boil. Add the macaroni and cook until it is al dente, about 6 minutes. Strain, reserving 1 3/4 cups of the pasta water. Set aside.

  • Heat a large saucepan over medium-high heat. Add 3 tablespoons of the olive oil and the shiitake mushrooms and cook, stirring constantly, until the mushrooms are lightly browned in spots and softened, 4 to 6 minutes. Lower the heat to medium and add the kale, garlic and 1/2 cup of water, scraping up any browned bits at the bottom of the pan with the back of a wooden spoon. Add 3/4 teaspoon salt and 1/4 teaspoon pepper and stir to combine. Cook until the kale is wilted but still crisp-tender, about 3 minutes. Remove the vegetables to a bowl and set aside.

  • Carefully wipe out the saucepan (or give it a quick rinse if it is really dirty). Add the half-and-half and cayenne and bring to a simmer over medium heat. Cook until reduced to 1 1/2 cups, about 15 minutes. Add the cream cheese and stir until melted. Whisk in the Cheddar and Gruyere until all the cheese is melted and the sauce is smooth.

  • Add the macaroni and reserved pasta water to the saucepan and stir to combine. (The mixture will look very loose, but the pasta will suck up a lot of the sauce as it bakes.) Gently fold in the reserved vegetables. Season to taste with additional salt if needed. Pour into a 13-by-9-inch baking dish. Toss the bread crumbs, remaining 1/4 cup olive oil and a large pinch of salt and pepper in a medium bowl and sprinkle evenly over the macaroni and cheese. Bake until the cheese is bubbly and the bread crumbs are lightly browned and crispy, about 10 minutes.

  • Copyright 2013 Television Food Network, G.P. All rights reserved

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