This was my friend Mike’s delicious contribution to potluck. He adapted it from a Joy of Cooking recipe, adding cauliflower to the mix.
2 cups (8 ounces) dried macaroni
4 cups cauliflower
3 1/4 cups grated cheddar
3 tbsp + 1 tbsp butter
3 tbsp all-purpose flour
3 cups whole or skim milk
1/2 medium onion, minced
1 bay leaf
1/4 tsp paprika (or to taste)
salt & ground black pepper to taste
1/2 cup breadcrumbs
Crumble the cauliflower florets into pieces about the same size as the macaroni noodles.
Cook the macaroni according to package directions, but aim to undercook it slightly. Add the cauliflower to the pot during the last two minutes. Drain and set aside.
Preheat oven to 350 degrees. Grease or butter an 8x9x3 or similar baking pan.
Melt 3 tbsp butter in a large saucepan over medium-low heat. Whisk in the flour and cook, whisking, for 3 minutes. Gradually whisk in the milk. Stir in the onion, bay leaf, and paprika. Simmer gently,
stirring often, for 15 minutes.
While the sauce is simmering, melt the remaining 1 tbsp of butter in a small skillet over medium heat. Add the breadcrumbs and toss to coat.
Remove the sauce from the heat and stir in two-thirds of the cheese. Season with salt & pepper. Stir in the macaroni & cauliflower. Pour half of the mixture into the baking dish and top with half of the remaining cheese. Then pour in the remaining macaroni & cauliflower, and top with the remaining cheese. Sprinkle the breadcrumbs on the top.
Bake until the breadcrumbs are slightly browned, about 30 minutes. Let stand for 5 minutes before serving.