Photo: Brian Woodcock; Styling: Mary Clayton Carl
Hands-on Time
29 Mins
Total Time
29 Mins
Serves 4 (serving size: 1 1/4 cups pasta and about 3 tomatoes)

Serve with Celery and Parsley Salad.

How to Make It

Step 1

Preheat broiler to high.

Step 2

Cook pasta according to package directions, omitting salt and fat; drain.

Step 3

While pasta cooks, place tomatoes on a jelly-roll pan lined with foil. Broil 8 minutes or until tomatoes are beginning to blacken.

Step 4

While tomatoes cook, heat a large saucepan over medium-high heat. Add canola oil to pan; swirl to coat. Add diced shallots, minced garlic, and thyme; sauté 2 minutes or until tender, stirring frequently. Add tomato paste; cook for 2 minutes, stirring occasionally. Add flour; cook 1 minute, stirring constantly. Stir in milk, black pepper, and salt; bring to a boil. Cook 4 minutes or until thick and bubbly, stirring frequently. Remove from heat. Add spinach, stirring constantly until spinach starts to wilt. Add shredded cheddar cheese, and stir until smooth. Stir in cooked pasta. Top with the roasted tomatoes.

Ratings & Reviews


April 05, 2015
Loved this!  Bought some decadent white cheddar cheese and actually used whole milk, and it was fabulous!

stellacorona's Review

February 11, 2015
really liked this. used cheddar colby mix (5ozs). roasted roma tomatoes with some italian herbs. they made the dish! added spinach to drained pasta, then poured cheese mix into and stirred. mine needed more sea salt.

LauraB08's Review

January 19, 2014
VERY TASTY. I highly recommend this recipe as it's written.

ksholsi's Review

September 22, 2013

Yecats29's Review

May 02, 2013

BarbPila's Review

March 15, 2013
This was a quick, easy variation of Mac and Cheese. I made a few slight changes: • used 3 oz cheddar and 1 oz mozzarella because I had it on hand • didn't have any spinach so I skipped it, but I'm sure it would be a good addition. • I only had penne pasta so I used that instead of corkscrews * didn't have any fresh tomatoes, so I drained a can of petite diced and warmed them in a pot before putting them on top. • put a sprinkle of crushed red pepper flakes on top for a tiny bit of heat. Both the recipe as is and with my changes calculated out to 10 WW points. I will make this again when I'm craving cheese. It would be great with a nice salad on the side but since I didn't have that either, a glass of red wine did the trick. ;)

altmegan's Review

June 04, 2014
Very yummy! I made a couple changes to the recipe. My grocery store didn't have unsalted tomato paste or reduced fat white cheddar, so I just used regular tomato paste and cheese. I also added the full 6 oz package of spinach instead of just 4 oz. Another note: It took longer than 4 minutes for the sauce to thicken before I added the cheese, and I had to put the pot back on the stove for the cheese to melt.

3Cockers's Review

March 17, 2013