3 (10 ounce) packages frozen broccoli florets, thawed
Cooking spray
1 1/2 Cups fat-free milk
2 1/2 Tablespoons all-purpose flour
1/2 teaspoon salt
1/4 teaspoon pepper
3/4 Cup shredded cheddar cheese
1/2 Cup fat-free cream cheese, softened
1 Cup fat-free or light Mayonnaise
3/4 Cup chopped onion
1 (8 ounce) can water chestnuts, rinsed, drained, sliced
3/4 Cup Panko breadcrumbs
2 teaspoons butter, melted



Preheat oven to 375*

Arrange broccoli in an even layer on an 11 x 7-inch baking dish coated with cooking spray, set aside.

Combine milk, flour, salt and pepper in a large saucepan over medium-high heat; bring to a boil. Cook 1 minute or until thick, stirring constantly. Remove from heat. Add cheddar and cream cheeses; stir until smooth. Stir in mayonnaise, onion, and water chestnuts. Spoon cheese mixture evenly over broccoli.

Place panko in a small bowl. Drizzle with butter and toss. Sprinkle breadcrumb mixture evenly over cheese mixture. Lightly spray breadcrumb layer with cooking spray. Bake at 375* for 25 minutes or until mixture bubbles and breadcrumbs brown.

Serves 10


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