Psych-You-Out Triple Mac & Cheese

mac & Cheese

Yes, I did it!  I have gone where no one has gone before…. My challenge was to re-create yummy macaroni and cheese that taste just as good as what your mom used to make but not use any grain product or imitation cheese.  Mission ACCOMPLISHED!

The macaroni and cheese my mom used to make was simple.  Macaroni noodles, layers of cheese and an egg and milk mixture poured on top to help hold it together and baked in the oven.  My Aunt Ann makes a macaroni and cheese that is more like Velveeta, with a cheese sauce, but done in a microwave. This recipe is more like my aunts, creamy and cheesy, just how I like it!

I start off the mac & cheese by making a bechemel sauce which is a white sauce, usually made with flour.  The flour would normally thicken the cream sauce and the sauce would serve as a base for adding the cheese so that it wouldn’t separate.  Of course, wheat is a no-no so instead I used agar agar.   Agar agar is made from red algae and is a natural, grain free thickening agent.  Just remember, a little bit goes a long way so $8 worth will last you a while.  The result is a creamy, cheesy sauce that is just as good as any other macaroni & cheese sauce that I have had.

9/4/12 Update: I changed the recipe for the cookbook to utilitze arrowroot powder instead of agar agar.  Arrowroot powder makes a great thickener, but the recipe can’t be cooked too long after it is added or it will become gummy. Arrowroot powder is also what I used to thicken gravy so it is a MUST in your grain-free kitchen. If you don’t have arrowroot yet, you can also add a few tablespoons of almond flour to make the cheese sauce thick.

Also, don’t be afraid of the Cayenne and Cajun seasoning.  Not too spicy but gives the sauce a real nice kick of flavor.  You can try using different cheeses but make sure they are pretty strong in flavor, like the sharp cheddar. Mild cheddar or Swiss would not work as well because they are milder cheeses.  I also experimented and added some Turmeric to see if I could get it more orange like Velveeta but it didn’t seem to help.  The Tony’s seasoning and Cayenne Pepper did helped some.  Lesson learned, a cheese sauce that is really orange probably is not real cheese!

This looks like Velveeta doesn’t it?

Now the next trick was to recreate (as close as I could) the texture of macaroni using cauliflower.  If you cook it too long, you have mush (that was my first batch).  I found that if I cut the big flowers off of the cauliflower at the “stem”, then sliced the stem up to where the flower started, that gave me the right size and texture.  I didn’t use the deep part of the core but did use more of the cauliflower stalk than I normally do.  I steamed it in a steamer basket for 10 minutes covered (start timer once you see steam) and it was perfect.  Set your timer, don’t let it cook too long.

This is great as a side dish or add some left over chicken before putting in the oven or a few green peas or some spinach for color and this would be a great casserole!  Make it your own.

I forgot to add the bacon until the very end!

Optional:  Cook bacon before starting recipe.  Set aside bacon and add butter to the drippings and proceed with recipe.  After Mac & Cheese comes out of oven, top with the bacon that you chopped up!

Psych-You-Out Triple Mac & Cheese

Serves 6 Generous Portions

1 medium cauliflower- cut into small florets
2 tbsp butter
1/2 cup low sodium chicken broth
3/4 cup heavy whipping cream
1/2 tsp agar agar arrowroot powder (enough to thicken)
8 oz sharp cheddar cheese plus extra 2 ounces
1/4 1/2 cup grated Parmesan
 2  4 oz cream cheese
1/4 tsp Cayenne pepper
1/4 tsp black pepper
1 tsp Cajun House Seasoning (or other no wheat/msg seasoning blend)
1/2 cup Breadless Bread Crumbs (see recipe below)
2 tbsp melted butter or bacon drippings


Preheat oven to 350° F.  Steam cauliflower in medium pot with about 3 inches of water. Once water comes to a boil, cover and cook for 10 minutes or until tender. Drain.

While cauliflower is steaming, prepare béchamel sauce. In a large pan, melt butter on medium heat. Carefully add the chicken broth and heavy cream. Use whisk and keep liquid moving. Dust the arrow root over the cream mixture, spreading it out so not to clump. Continue to whisk. Add shredded cheese, Parmesan and cream cheese, one at a time, whisking well between each addition.

Turn heat down to medium-low. Add pepper, cayenne, and Cajun seasoning and keep whisking. Once creamy, turn off heat. Add cooked cauliflower to cheese sauce. Stir well and taste for seasoning. Pour mixture into medium sized casserole dish.

Optional: Top with Breadless-Bread Crumbs and melted butter (or bacon drippings) and bake for 15 minutes or until cheese starts to bubble on sides and bread crumbs begin to brown.

Breadless-Bread Crumbs

1/2 cup almond flour
1/4 cup grated Parmesan cheese
1/8 tsp cayenne pepper
1/8 tsp garlic powder
1/4 tsp pepper
1/4 tsp salt
1/2 tsp Cajun House Seasoning
1/2 tsp dried Parsley


Mix all ingredients.  Store leftovers in fridge.

1 serving: 6 grams of carbs
1 serving of Velvetta: 30 grams!

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  1. says

    Made this tonight and it was GREAT. Every single one of my nine kids liked it which pretty much never happens. I doubled it and added a pound of cooked ground beef.

  2. says

    Hi Melissa–Where do you buy your agar agar? I'm thinking I may have to order from Amazon. Btw, you're practically down the road from me–I'm in Tyler, Texas, but will be moving to Houston within the year. I've been to Baton Rouge a couple of times to judge piano festivals/auditions/competitions. Anyway, your shopping options in Baton Rouge are some better than that of Tyler I think. (I'm a big-city girl from Alabama, lived in SanFrancisco Bay Area for a couple of decades, & Tyler is the smallest place I've ever lived! I'm really looking forward to moving to Houston where grocery-shopping options are much better.)PearlMy blog: http://WhatDidYouLearnToday-Everyday.blogspot.comTwitter: @WhatILearned2DA

  3. Marti Russell says

    Do you mix the “breadcrumbs” and the butter/bacon fat before topping the casserole? It is in the oven now and we have been tasting it while preparing it…it is delicious!!!

    • satisfyingeats says

      Marti, yes, mix the breadcrumbs and bacon in a bowl and then top the casserole. Hope you enjoy the final product! 😉

  4. Kelly says

    This looks amazing! and I really love your recipes!. You are so great at creating recipes, what about low carb rice krispies tweat recipe?.

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