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    Mushroom Mac and Cheese

    October 28, 2024

    Mac and cheese lovers, this one's for you! This mac and cheese is a real fun-guy, cremini mushroom that is. Bad dad jokes aside, we think you’ll love our shroomy version of the classic.

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    homemade mushroom mac and cheese in a large braiser
    Photography by Gayle McLeod

    Our favorite creamy mushroom recipes

    Our Best Mushroom Mac & Cheese Recipe

    Our families really love mac and cheese, a lot. This mushroom mac & cheese is how we make the old standard a little more interesting. Mushroom lovers and mac and cheese lovers unite!! For even more delicious mushroom filled recipes, be sure to try our Wild Mushroom Risotto and our BEST Mushroom Recipes post. For another riff on mac and cheese, try our jalapeño popper mac and cheese.

    macaroni, mushrooms, onions, olive oil, butter, dijon, spices and cheeses in prep bowls

    Ingredients You’ll Need To Make Baked Mac & Cheese With Mushrooms

    • Pasta: We recommend macaroni or cavatappi noodles.

    • Cremini mushrooms + yellow onion

    • For the sauce: butter, AP flour, whole milk, crème fraîche, Dijon mustard

    • Seasoning: garlic powder, nutmeg, fresh thyme, salt and pepper

    • Grated cheese: sharp white cheddar, Gruyère or comté, Parmesan

    chopped onion and mushroom stems and olive oil added to a braiser
    chopped onion and mushroom stems being cooked in olive oil in a braiser
    butter and flour being cooked in a braiser to form a thick paste
    milk being poured into a braiser with butter and flour

    How To Make Easy Mushroom Mac & Cheese

    • Boil the pasta. Add the pasta and cook until 1 minute shy of al dente according to the package instructions.

    • Cook the onion and mushroom stems. In a large ovenproof braiser or Dutch oven cook the onion and mushroom stems until tender, about 4 minutes.

    • Make the cheese sauce. Make a simple butter, milk and flour roux, and whisk in the crème fraîche, dijon, garlic powder, nutmeg, thyme, salt, and pepper until combined. Stir in the cheddar, Gruyère, and parmesan until melted, then stir in the pasta until coated.

    • Assemble the mushroom mac and cheese. Top the macaroni and cheese with the mushroom caps, upside down. Cut butter into small pieces and place inside the mushroom caps.

    • Bake the mac and cheese. Bake in the oven until the mushrooms are tender, cheese is golden and the sauce is bubbling, 30 minutes. Sprinkle with chives before serving, if using.

    crème fraîche, dijon, garlic powder, nutmeg, thyme, salt, and pepper being added to cream sauce in a braiser
    cheese, cooked onions and mushroom stems being added to cream sauce in a braiser
    cooked macaroni being added to cheese sauce in a braiser
    macaroni and cheese topped with mushroom tops filled with butter

    How to Store Leftovers + Tips

    • Leftovers are good in the fridge for 3-4 days, or frozen for up to three months.
    • Cost cutting tips: Substitute gruyère with comté or swiss to save on cost. Substitute crème fraîche with sour cream!
    • This is a great recipe to make ahead and bake later. You can freeze the entire dish before it’s baked!
    • It will seem like you have too much sauce, but the noodles will absorb the sauce while baking, which is why it is important to make sure your pasta is al dente.
    • Since this is a rich, creamy, and cheesy scoop of pasta, we like to serve it with a variety of fresh vegetables like our Kale Salad, Broccolini, and Perfect Tomato Salad.
    baked mushroom mac and cheese sprinkled with chives in a braiser

    We Really Like Mac and Cheese at The Modern Proper

    baked mushroom mac and cheese being scooped out of a braiser with a spoon

    Mushroom Mac Attack

    For more recipe inspiration, follow us on Facebook, Instagram, TikTok and Pinterest or order our cookbook. We love when you share your meals. Tag us on Instagram using #themodernproper. Happy cooking!

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    Mushroom Mac and Cheese

    Updated on October 28, 2024

    • Serves:  8
    • Prep Time:  20 min
    • Cook Time:  50 min
    • Calories:  651
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    Ingredients

    • 12 ounces macaroni or cavatappi pasta
    • 1 tablespoon extra-virgin olive oil
    • ½ medium yellow onion, chopped
    • 10 ounces cremini mushrooms, stems chopped and caps reserved
    • 6 tablespoons salted butter
    • 4 tablespoons all-purpose flour
    • 3½ cups whole milk
    • 4 ounces crème fraîche
    • 1 teaspoon Dijon mustard
    • 1 tablespoon garlic powder
    • ¼ teaspoon nutmeg
    • 1 teaspoon minced fresh thyme
    • 1 teaspoon kosher salt
    • 1 teaspoon freshly cracked black pepper
    • 12 ounces sharp white cheddar cheese, grated
    • 4 ounces Gruyère or comte cheese, grated
    • 2 ounces Parmesan cheese, grated
    • 1 tablespoon chopped chives or flat leaf parsley, for serving (optional)

    Method

    1. Preheat the oven to 375°F with a rack in the center position.

    2. Bring a large pot of salted water to a boil over high heat. Add the pasta and cook until 1 minute shy of al dente according to the package instructions. Drain.

    3. Meanwhile, heat the olive oil in a large ovenproof braiser or Dutch oven (see Note) over medium heat. Once the oil is glistening, add the onion and mushroom stems and cook until tender, about 4 minutes. Transfer to a plate and set aside.

    4. Melt 4 tablespoons of the butter in the same braiser over medium heat. Once the butter begins to bubble, add the flour, stirring, until a thick paste forms, 1 to 2 minutes. Gradually whisk in the milk until the sauce has thickened enough to coat the back of a spoon, 6-7 minutes. Whisk in the crème fraîche, dijon, garlic powder, nutmeg, thyme, salt, and pepper until combined.

    5. Stir in the cheddar, Gruyère, and parmesan until melted, then stir in the pasta until coated.

    6. Top the macaroni and cheese with the mushroom caps, upside down. Cut the remaining 2 tablespoons of butter into small pieces and place inside the mushroom caps.

    7. Bake in the oven until the mushrooms are tender, cheese is golden and the sauce is bubbling, 30 minutes. Sprinkle with chives before serving, if using.


    Note: Don’t have a braiser or Dutch oven? Follow steps 1-5 with a large skillet or pot, then transfer the macaroni and cheese to a 9x13-inch baking dish. Cook through the rest of the recipe as instructed.

    Nutrition Info

    • Per Serving
    • Amount
    • Calories 651
    • Protein 28 g
    • Carbohydrates 45 g
    • Total Fat 39 g
    • Dietary Fiber 2 g
    • Cholesterol 110 mg
    • sodium 742 mg
    • Total Sugars 7 g

    Mushroom Mac and Cheese

    Questions & Reviews

    Join the discussion below.

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    • Holly

      Can I assemble this, up to the step, cover and store overnight, then do steps 6 and 7 the next day? This sounds wonderful, but would like to do some pre-prep.

      Absolutely, hope you enjoy!

    • Jon

      If I wanted to add sausage to the meal, would it be best to cook the sausage and mix it into the pasta after it bakes, or add it before the dish goes in the oven?

      Either way will be fine. If you add it in before the oven you'll still want to cook the sausage first. Hope you enjoy!

    • Kay

      My family really enjoyed this one. Super creamy and we are all mushroom lovers so it was a big hit!

      Thanks Kay, so happy you all enjoyed it!