Shells and Cauliflower Beer Cheese

Right before I started to write this post, I had an email from a local casino about a concert with Train and Gin Blossoms.  I asked Josh if he’d want to go.  It’s not really our favorite kind of music, but so few shows come to the middle of the mitten that I like to support anything even only remotely interesting.  Because Josh admitted to not knowing any songs by Gin Blossom, I made him look up their top hits — and then proceeded to sing every single word of Hey Jealousy to him.  Without any music.  Just me, yell/singing my 90’s heart out.

Shells and Cauliflower Beer Cheese

Well, Josh must be a glutton for punishment, because he started to play the actual phone on his song — so I proceeded to sing every single word again.  I wouldn’t let him turn it off until I finished, because otherwise it’d be stuck in my head forever, right?  I’m constantly surprising myself with songs I know every word to.  It’s a mix of 80s, 90s, rap, metal, 2000’s pop, and then the alternative/indie-type music I listen to more frequently now.  The strange, sad thing is that I don’t even really listen to music all that often any more.  My commute is 7 minutes and until just recently, my disc drive at work was non-functional (and ALL streaming sites are blocked).  But every now and then, I’ll just bust out singing a song and can’t stop.  Normal? Probably not.  Especially because my singing voice is terrrrrrible.

Shells and Cauliflower Beer Cheese

What does this have to do with this mac and cheese?  Basically nothing.  Except that once I start eating it, I just can’t stop.  It’s inspired by this dip, but I’m constantly raving about and also just can’t stop eating.  It has everything that’s good and perfect in this world — oven roasted garlic, smoky cheese, noodles, beer, and cauliflower.  Plus cream cheese.  And Parmesan.  See?  So many amazing things are going into this that it’s impossible for me to make a normal list.

Shells and Cauliflower Beer Cheese Shells and Cauliflower Beer Cheese

Shells and Cauliflower Beer Cheese Sauce
Prep time: 
Cook time: 
Total time: 

Serves: 8

  • 2 heads garlic
  • extra virgin olive oil
  • 1 head cauliflower
  • 1 bottle of IPA (I like [url:1]Founder’s All Day IPA)[/url but hoppy gluten free beers work also]
  • 4 – 12 oz low fat cream cheese (See note)
  • 8 oz smoked Gouda or smoked mozzarella
  • 5 oz Parmesan cheese (block, not pre-shredded)
  • 2 oz cheddar cheese
  • 1 tbsp. cornstarch
  • hot sauce
  • salt and pepper
  • 13 oz whole wheat pasta shells or gluten free

  1. Preheat oven to 350 degrees F.
  2. Cut the top off of the heads of garlic, so that the individual cloves of garlic are exposed. Drizzle with extra virgin olive oil and wrap each head in aluminum foil. Bake for 30 minutes, until the cloves are soft and slightly brown. Let cool until they’re not too hot to touch. Garlic can be oven roasted in advance.
  3. Bring a pot of water to boil and add the cauliflower. Boil until fall apart tender and then drain.
  4. Meanwhile, prepare the pasta according to package instructions.
  5. In a food processor or blender, add the cauliflower, half of the bottle of beer, cornstarch, and cream cheese. Carefully squeeze the heads of garlic to force the individual cloves out and into the cauliflower mix, avoiding any papery skin from the cauliflower. Blend until smooth. Then add the remaining cheese and beer, blending until the cheese is broken into pieces (cheese does not need to be smooth, just broken up).
  6. Transfer the cauliflower mixture to a sauce pan. Heat, stirring often, until the cheese is melted, adding salt and pepper to taste and a few shakes of hot sauce — I never make mine spicy, but a little adds another layer of flavor.
  7. Toss the pasta and cheese sauce together.
  8. Spritz a 9″ x 13″ casserole dish with nonstick spray and adjust the oven down to 350 degrees F. Pour the pasta into the casserole dish and bake for 15 minutes, until hot and bubbly

Increase the cream cheese for a creamier sauce. I used 4 oz in the photos.
Use gluten free beer (the hoppier the better) and gluten free pasta for an overall gluten free dish.
Make sure you puree the cauliflower until smooth before adding the cheese/rest of the beer. It’s the best way to get it thoroughly smooth and creamy.
Some people react poorly to “hiding” cauliflower like this — but I find that it helps provide body to the sauce without using heavy cream or a butter/flour thickener. If you know anyone who throws that kind of hissy fit, don’t treat them to this delicious meal 😉

Nutrition Information
Serving size: ⅛ recipe Calories: 400 Fat: 15 Carbohydrates: 38 Fiber: 6 Protein: 22


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    Pamela @ Brooklyn Farm Girl May 29, 2014

    Such a great cauliflower recipe that I’ll be keeping safe and sound until when we pick the cauliflower!

    Reeni May 15, 2014

    This has to seriously be one of the most decadent mac & cheese’s I’ve ever seen! Love that there’s beer in it too! 🙂 I’m so horrible at remembering song names – the band yes but the songs no. Have a good time at the show!

    Anne|CravingSomethingHealthy May 14, 2014

    I love the idea of cauliflower and IPA in mac and cheese! Genius! However, I had no idea that song was that old, (I had to boodle it to check) and now I’m really depressed because it really makes me realize how time flies 🙂

    Hannah @ CleanEatingVeggieGirl May 14, 2014

    I totally saved this with my boyfriend in mind. He LOVES mac and cheese and is a major fan of IPAs. Basically, I am thinking he would love this. P.S. I also love the steam action in some of those pics!

      Kelly May 14, 2014

      This mac would be perfect for him! Josh doesn’t even like beer, and he still loves it. Something about smokey cheese flavors make the hoppiness of an IPA perfect.

    Joanne May 14, 2014

    First of all LOVE that song!! I don’t really know any others by Gin Blossoms, but that one is great. I’m going to have it stuck in my head all day. And loving it.

    Same with this mac and cheese! Won’t stop till it’s in my belly.

    cheri May 14, 2014

    Love the addition of cauliflower and beer, sounds wonderful!

    Barbara May 14, 2014

    I am so jealous! The Gin Blossoms are my absolute favorite band to see in concert! This recipe looks awesome, btw. Have fun!

      Kelly May 14, 2014

      Glad to know they put on a good show! Thanks

    Allison @ Clean Wellness May 14, 2014

    I love the idea of adding cauliflower for creaminess and heft. Looks delicious! And 90s music is my fave! I still rock a Nirvana tshirt as my pajama top 🙂