Warm and Gooey Caramelized Fennel Mac and Cheese

I am type-A. I can admit it.

I like to be organized. I like when things go according to my meticulous and fastidious plans. I get really frazzled when they don’t. Every once in a while, things work out fabulously in the end, despite all the upheaval.

Like this caramelized fennel mac and cheese I made for dinner.


True to my type-A personality, I plan dinner menus by the month, including writing grocery lists for each bi-monthly shopping trip at the beginning of the month. I had bookmarked and planned to make caramelized fennel pasta from Mark Bittman’s cookbook. I shelled out some serious coinage for organic fennel. It sat in my fridge for like two weeks. Every time I’d plan to make it, something would come up. When I did finally get around to beginning to make it, I had used up all the other ingredients I needed for the recipe. I was planning to make a batch of pasta dough for when I made the original recipe. But life happens and I didn’t have time. The only dried pasta I had in my pantry was macaroni and lasagna. It just wouldn’t be the same dish with macaroni instead of long pasta. So, I turned it into mac and cheese. Boom.

I had no idea, not having had much experience cooking with fennel, but it caramelizes much like onions do. And when you caramelize it, the flavor mellows out and becomes buttery and sweet. No zing that I was expecting.

I decided the mellow sweet flavor would pair perfectly with nutty and salty parmesan. I added some shredded monterey jack because it is more melty and gooey than parm, and has a mild taste. I didn’t want a cheese that would outshine the fennel. The whole dish took about an hour, start to finish. You could chop up the fennel ahead of time to save a good chunk of minutes.

Carmelized Fennel Mac and Cheese (serves 4)

  • 1 fennel bulb with stalks
  • 1 Tb extra virgin olive oil
  • 1 1/2 Tb butter
  • pinch of each salt and sugar
  • 2 Tb butter
  • 3 Tb flour
  • 2 cups milk
  • 1/2 tsp nutmeg
  • 1/2 tsp garlic powder
  • salt and pepper to taste
  • 8 oz dried macaroni
  • 1 1/2 cups shredded parmesean
  • 1/2 cup shredded monterey jack cheese
  • 1/3 breadcrumbs

Heat oven to 400. Cook the macaroni until al dente. Meanwhile, put a large skillet on medium heat. Melt the 1 1/2 Tb butter and add the oil. Chop the fennel bulb and stalks (discard the fronds) into half inch slices. Add to the skillet. Sprinkle with a pinch of salt and sugar, and stir to coat. Saute for a few minutes until the fennel begins to soften. Turn the heat up to medium high. Stir frequently to keep it from burning. After a few minutes, the fennel will begin to caramelize and turn golden brown. Once it gets to the desired “browness”, remove the skillet from heat and set aside. In a medium sauce pan, melt the remaining 2 tablespoons of butter on medium heat Sprinkle the melted butter with the flour and mix until it is completely incorporated into a roux. Cook the roux for a minute or two longer, stirring to prevent it from burning. Slowly pour in the milk and whisk to break up the lumps. Bring to a boil, then reduce heat to medium low and let simmer a minute or two until it thickens. Add 1 1/4 cups of the shredded parmesan and 1/4 cup of the monterey jack cheese, and add the spices. Stir well until the cheese melts. Taste and adjust seasoning. In a large bowl (or the pot you boiled the pasta in), mix the pasta, caramelized fennel and cheese sauce. Stir to coat everything evenly. Pour into a buttered 8×8 or 9×9 baking dish. Top with the breadcrumbs and remaining parm and jack cheese. Bake covered for 15 minutes. Uncover and bake another 10 minutes until the cheese is browned and bubbly on top. Enjoy!




This was so good that I scrapped the Mark Bittman recipe. It’s a nice way to fancy up to plain ol’ mac a cheese.


4 thoughts on “Warm and Gooey Caramelized Fennel Mac and Cheese

  1. Holy cow, you plan our your meals a month in advance? I’m in mega awe here!! If I’m lucky I plan a day or two before 🙂

    And now I totally have to go get some fennel to caramelize soon–that mac n’ cheese looks redonc!

  2. great job planning that far ahead I do about 5 days at a time and thats a good run for me… then at that point I look at what is left over and see what I can do with the remains of that week… this week I am making a ham, lima bean, carrot soup and corn bread out of two left overs.. the Ham and carrots. I have never cooked with fennel ??? dose it have a anise flavor…

    • Wow, those leftovers sound amazing! I made a final run through the farmer’s market earlier this week since the vegetable stands are closing tomorrow. I bought lots of veggies that don’t fit into my menu, so I’m gonna have to improvise there. Fennel does have an anise flavor when it is raw, but when I cooked it, I was surprised that it didn’t have much of one. Cooking definitely improves the flavor!

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