Mac and cheese with spinach, zucchini and peas.

mac and cheese with spinach, zucchini and peas

(serves 4)

1 heaping cup dried elbow macaroni
1 Tbsp. olive oil
3 cloves garlic, minced
pinch red pepper flakes, or to taste
1 bunch or bag fresh spinach, washed, tough stems removed, coarsely chopped
1 large zucchini, grated
1/2 cup frozen peas
juice of 1/2 lemon
1 1/4 cup shredded mild white cheese (mozzarella, havarti, swiss or a blend)
1 1/2 Tbsp. unsalted butter
1 1/2 Tbsp. all-purpose flour
1 1/2 cups milk
1/2 cup coarse breadcrumbs (panko or fresh)
1/4 cup freshly grated Parmesan
1 tsp. fresh thyme leaves, or 1/2 tsp. dried
salt and pepper

Preheat oven to 375 degrees. In a colander, toss together the grated zucchini and 1/4 tsp. salt; let sit for 15 minutes, then squeeze as much water out of the zucchini with your hands as you can. In a large sauté pan, heat olive oil until it shimmers; add garlic and red pepper flakes, cook 1 minute. Add drained zucchini, stir well and cook 1 minute, then add spinach. Stir vegetables and continue cooking until spinach is completely wilted, about 2 minutes; add peas and stir to combine. Transfer vegetables to a large bowl, season to taste with salt and pepper, then sprinkle with lemon juice.

Cook pasta according to package directions, reducing cooking time by 1 minute (pasta will continue to cook in the oven). Drain and add to the bowl with the vegetables.

Wipe out your sauté pan, return to heat and melt butter until foamy; add flour and whisk to combine. Cook, whisking constantly, for 2 minutes, until the butter/flour mixture (called a roux) smells nutty and turns a deep blonde color. Pour in a little of the milk and whisk to combine; it will seize up into a clumpy mess and you will think you've ruined it, but you haven't. Continue adding milk a bit at a time, whisking the lumps out, until you've added all the milk. Bring to a boil and cook, whisking occasionally, for about 3 minutes until the mixture thickens just a bit. Stir in the cheese and whisk well to melt and incorporate. Remove sauce from heat, add salt and pepper to taste.

Pour sauce into the pasta/vegetable mixture and stir to combine. Transfer mac and cheese to a buttered baking dish or pie plate; stir together thyme, breadcrumbs and Parmesan, and sprinkle over the dish. Bake 40 to 45 minutes, until the mac and cheese is piping hot. Run the pan under the broiler if needed to toast the breadcrumb topping.