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Cheesy Vegetable Medley

Can't decide whether to cook vegetables or pasta for a side dish? Try combining them in this medley. It received rave reviews at our volunteer fire department meeting. Now, I make it for other covered-dish suppers.
  • Total Time
    Prep: 25 min. Bake: 30 min.
  • Makes
    12-14 servings


  • 3 cups fresh broccoli florets
  • 3 cups fresh cauliflowerets
  • 2 cups julienned carrots
  • 1 small onion, diced
  • 1/2 teaspoon garlic powder
  • 1/2 teaspoon Italian seasoning
  • 1/8 teaspoon salt
  • 1/8 teaspoon pepper
  • 8 ounces elbow macaroni, cooked and drained
  • 2 cups shredded part-skim mozzarella cheese
  • 2 cups shredded cheddar cheese
  • 8 ounces process cheese (Velveeta), sliced
  • 3/4 cup half-and-half cream
  • 3/4 cup seasoned bread crumbs
  • 1/4 cup butter
  • 1/2 cup grated Parmesan cheese


  • Place broccoli and cauliflower in a steamer basket. Place in a saucepan over 1 in. of water; bring to a boil. Cover and steam for 5-8 minutes or until crisp-tender. Rinse in cold water; drain and set aside. Repeat with carrots and onion, steaming for 4-5 minutes or until tender.
  • Place vegetables in a large bowl; add the garlic powder, Italian seasoning, salt and pepper. Stir in macaroni. Spoon half into a greased 3-qt. baking dish. Sprinkle with half of the mozzarella, cheddar and process cheese. Repeat layers.
  • Pour cream over the top. Sprinkle with bread crumbs; dot with butter. Top with Parmesan cheese. Bake, uncovered, at 350° for 30-40 minutes or until bubbly.
Nutrition Facts
1 each: 311 calories, 17g fat (11g saturated fat), 54mg cholesterol, 589mg sodium, 23g carbohydrate (5g sugars, 2g fiber), 16g protein.

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Average Rating:
  • Tipsymcstagger
    May 25, 2017

    Everybody including the fussy children just loved this cheesy crowd-pleasing heck of a dish! If you are on the fence about this one get off that fence and start cooking!

  • KLSmith
    May 12, 2013

    My cousin made this for Mother's Day dinner. It was fantastic! Everyone loved the smell of it cooking and could hardly wait to try it.

  • msonnemann
    Mar 2, 2013

    Made this yesterday for a Lenten Supper at Church, it was gone almost before I got it put down on the table and everyone wanted the recipe. Am going to make it again for another potluck in two days for those who didn't get any.

  • 2124arizona
    Aug 2, 2011

    This is an idea side dish that's rich and creamy. My kids love it and they get their vegetables.