MAC AND CHEESE WITH VEGGIES

2 cups uncooked elbow macaroni, cooked according to pkg directions; no salt or butter
1/4 cup all-purpose flour
1 3/4 cup fat-free milk
3 1/2-oz shredded reduced-fat sharp Cheddar
6-oz reduced-fat processed cheese product
1 tbsp Worcestershire sauce
1/4 tsp black pepper
6-oz baby spinach
1 can (14-oz) no-salt-added petite, diced tomatoes, drained

Preheat oven to 375 degrees.
Spray a large casserole dish with nonstick cooking spray; set aside.

Heat a large pot over medium-high heat; place flour in pot and slowly add the milk, whisking until well blended.  Continue to cook over medium heat stirring frequently until thickened, approximately 5 to 6 minutes.  Add cheeses and stir vigorously until melted.  Stir in Worcestershire sauce and pepper.

Remove from the heat and add the spinach; mix well.  Add the tomatoes and the drained macaroni mixing well until combined.  Pour the mixture into the prepared casserole dish.

Bake at 375 degrees for 30 to 35 minutes.  Remove from oven and allow to cool a few minutes before serving.

Yield: 8 servings of approximately 1 cup each
Per serving: 242 calories, 5 g (3 g sat) total fat, 14 g protein, 33 g carbs, 2 g dietary fiber,19 mg cholesterol, 524 mg sodium