Creamy Macaroni and Cheese

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Growing up Catholic, Michael had baked macaroni and cheese and other no-meat dishes on Fridays. My family had no such tradition and frankly for years I never had anything more than stove top macaroni and cheese out of the familiar blue box. I don’t remember exactly how old I was, but I do clearly remember that I was of elementary school age when I had my first experience with baked macaroni and cheese…in the school cafeteria. A yellowish-brown gelatinous blob was dropped onto my tray and I just stared, convinced that no one could possibly eat it. I took a taste but never finished the serving. And that experience is proof in my book that it is possible to screw up something as simple and wonderful as baked macaroni and cheese. In fact I didn’t even try it again until I was in college and had some in the university’s cafeteria, but this time it didn’t seem so bad as my prior experience.

Now I like to experiment with macaroni and cheese, and I constantly seek out different cheese combinations and toppings. This recipe uses freshly grated extra sharp cheddar and colby cheeses with a fresh bread crumb topping. Hand shredding the cheese is very important because preshredded cheeses are coated to prevent the cheese from clumping together in the bags, and that coating prevents the cheese from melding with the milk mixture. So you will be left with little clumps of cheese and the sauce won’t thicken properly. So for all your cheese sauces, make the minimal time investment and buy bricks of cheese and shred it yourself with a box grater or food processor.

This isn’t diet food by any means, but it’s a wonderful occasional treat.

(Updated January 9, 2012.)

Creamy Macaroni and Cheese
Prep time
Cook time
Total time
Serves: 8 servings
  • 8 tablespoons (113 g) unsalted butter, divided
  • 2 cups fresh breadcrumbs (about 2 slices bread run through a food processor)
  • 1 tablespoon kosher salt
  • 16 ounces (454 g) macaroni or other shaped pasta
  • 1 clove garlic, minced
  • 1 teaspoon dry mustard
  • 1/4 teaspoon cayenne pepper
  • 6 tablespoons all-purpose flour (I use Wondra® or Pillsbury Shake and Blend.)
  • 1-3/4 cups (420 ml) low sodium chicken broth
  • 3-1/2 cups (840 ml) whole milk, not lowfat or skim
  • 16 ounces (454 g) Colby cheese, hand-shredded
  • 8 ounces (227 g) extra sharp cheese, hand-shredded
  • 1/8 teaspoon fresh ground black pepper
  1. Move an oven rack to the middle of the oven and preheat to 400° F/200° C.
  2. In the small bowl, melt 2 tablespoons of butter and stir together with the fresh breadcrumbs. Set aside.
  3. In the pot, bring 4 quarts of water to a boil. Add 1 tablespoon of kosher salt and stir in the pasta. Cook until the pasta is almost tender but still firm to the bite. Don’t overcook because it still needs to go into the oven with the cheese sauce. Drain the pasta and keep it in the colander.
  4. Melt the remaining 6 tablespoons of butter in the hot pot over medium heat. Add the garlic, mustard, and cayenne and cook until fragrant, about 30 seconds.
  5. Add the flour and whisk constantly for about 1 minute. You want the flour to take on a golden hue and to give off a slightly nutty aroma. Add the broth slowly while whisking until the mixture is combined, then whisk in the milk. Bring to a simmer and continue to cook while whisking for about 6 minutes. The mixture should thicken just a bit.
  6. Remove from the heat and stir in the Colby and cheddar until they are completely melted. Add the pepper and a little more salt to taste, then stir in the cooked macaroni. Break up any clumps and make sure the macaroni is completely coated with the sauce.
  7. Pour the mixture into the prepared baking dish and sprinkle the breadcrumbs over the top. Bake in the preheated oven for 25 to 30 minutes, until the edges are bubbling and the top is golden brown. Removed from the oven and allow to stand and cool for about 10 minutes before serving.
More Information

small bowl (for melting butter)
food processor
6-quart pot with lid
9 x 13-inch baking dish, lightly greased with butter

Recipe Notes

To prepare ahead, do all the steps except topping with breadcrumbs and baking. Wrap tightly in plastic wrap and store in the refrigerator for up to 3 days. Allow the macaroni and cheese to sit at room temperature for 1 hour before baking.

To freeze, cover the plastic wrap layer with aluminum foil and freeze for up to 2 months. Allow to thaw at least 24 hours in the refrigerator before sitting at room temperature.


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  1. says

    Cris and Chris: Thank you! I’m experimenting with another mac and cheese recipe tomorrow for Good Friday, so I’ll post that one soon!

  2. jodie says

    hi there , i just made this and its in the oven.omg the cheese sauce is so tasty.i didnt think it would thicken as much as it did ,i was going to use less milk but decided to follow these directions instead and it turned out perfect.looking forward to supper.yum yum.

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