A healthy twist on classic mac & cheese
Let’s face it – most of us have that guilty pleasure of enjoying the boxed mac and cheese stuff – myself included! How can you resist that creamy, cheese mixture with baked macaroni? Well, you can still enjoy it without the guilt! Here’s my take on elevating this homemade mac – Roasted Mushrooms Mac & Cheese recipe, with Crispy Panko for that extra crunch!
My goal was to make this mac and cheese reecipe healthy without taking too much to take away from the ultimate comfort food. AND… If I could shave off some calories without needing heavy cream, then why not?
Watch the recipe video recap
It’s got everything we want and love in a classic Mac & Cheese: creamy cheese sauce, rich flavor, and perfectly cooked pasta. Also some toasted, crunchy panko breadcrumbs for that textural contrast and mimics that baked mac and cheese topping 👀
Roasted Mushrooms Mac & Cheese recipe walkthrough
Now.. This recipe is unique because this is a stovetop mac with no baking required – all cooked in one pot to reduce cleanup! It’s used to roast the mushrooms AND cook the pasta which builds that extra depth of flavor. I’ve added roasted mushrooms to bring complexity and earthiness (at an inexpensive cost).
First, heat a pot with oil, and cook your mushroom medley until it becomes golden brown. Then set aside in a side dish (we’ll be stirring it back later). The mushrooms will stick to the pot, which is OK! We’ll be deglazing it in the next step


Next, we’ll add some milk to deglaze the pot and bring it to a boil. Add in some thyme for that extra depth in flavor(or your favorite herb) before adding the pasta. I’m using penne but feel free to use the classic elbow macaroni (or your favorite pasta).
By cooking the pasta in milk vs separately with water, we can keep the starches in which helps thicken and create a creamy rich texture without needing to add cream, butter, or an excessive amount of extra cheese. This is the biggest part where I was able to lower the calories. As you can see from the video, the sauce becomes super rich, and ooey-gooey just with this simple technique!


Keep stirring that pot until the pasta is fully cooked! At this point, we’ll add in the mushrooms we’ve set aside earlier and our star ingredient – cheddar cheese! Keep stirring until it’s all creamy. Season with salt and black pepper to your preferred taste.


Finally, serve in a nice, small bowl with the option to top it off with crispy panko toppings. This will add another level of texture to your creamy macaroni or pasta with some crunch!
There you have it – your very own homemade roasted mushrooms mac & cheese recipe with crispy panko!


Macros for the health conscious 💪
Nutrition Facts
2 servings per container
Serving Size592g
- Amount Per ServingCalories296
- % Daily Value *
- Total Fat
6g
10%
- Total Carbohydrate
47g
16%
- Protein 18g 36%
* The % Daily Value tells you how much a nutrient in a serving of food contributes to a daily diet. 2,000 calories a day is used for general nutrition advice.
Roasted Mushrooms Mac & Cheese with Crispy Panko
Course: main, dinner, lunch, snacksCuisine: americanDifficulty: Easy2
servings15
minutes20
minutes592
kcalHere’s my take on Mac & Cheese recipe with a healthy twist – using no heavy cream! We’ll also be adding roasted mushrooms and crispy panko for more flavor and that extra crunch
Ingredients
1 cup Assorted Mushrooms, cut into small pieces
350g Skim Milk
1/2 tsp Fresh Thyme, can sub for 1/4 tsp dried thyme
100g Pasta of Choice, dry
40g Light Cheddar Cheese, finely shredded
Salt & Pepper to taste
Oil or Cooking Spray
- Optional
1 tbsp Toasted Panko Breadcrumbs mixed with Parsley and Basil
Directions
- Heat a medium saucepan with oil with medium heat
- Add mushrooms and cook until golden brown, set aside
- Deglaze the pot with some whole milk and bring to a boil
- Add in thyme before adding your favorite pasta
- Cook pasta with the milk and continue to stir until fully cooked
- Add in your mushrooms along with your favorite cheeses
- Mix until it becomes a creamy sauce and melted with low heat for about 1-2 minutes
- Season with salt and black pepper and serve
- Scoop with a wooden spoon into a small bowl
- Optional: top with panko bread crumbs
Recipe Video
FAQ’s
I used cheddar cheese in this recipe but feel free to use different cheeses! Ideally, you want to choose good melting cheeses that melt in the pot like pre-shredded cheese, gruyere cheese, white cheddar cheese, and mozzarella cheese to name a few. You can even have a combination of cheeses if you’re feeling adventurous!
Baby bella mushrooms are the classic go-to, but if you want to try other ideas you can try shitake mushrooms, cremini/baby bella mushrooms, white button mushrooms, and enoki mushrooms – just like how I did in my video!
No problem! Feel free to use breadcrumb topping as a substitute
A neutral oil works best. To keep the recipe healthy, use cooking-grade olive oil or vegetable oil.
If you like to try another milk other than cow’s milk, you can try almond or oat milk. Just make sure it’s unsweetened!