Mac and cheese never tasted better than this version! OK it's not super healthy, but add the veggies and do what you can!
I'll be honest, I could never get away with it when the kids were young. I'd serve it plain for them.
Then I'd add the vegetables for my own sake. Sometimes I subsitute skim or almond milk for whole milk. And if you really want to cut calories you can skip the butter.... but WHY?
Bring a pot of water to a boil and cook the pasta according to package directions.
While the pasta is cooking, in a separate saucepan, heat up the milk and cheeses. Stir in the salt, pepper and garlic powder. Mix until the cheese melts and the consistency is that of a thick sauce.
Drain the pasta and place it back in the pot. Stir in the cheese sauce. Stir in the spinach, tomatoes and mushrooms. Best when served immediately.