Macaroni and Cheese

Farewell, blue box.  You have been forever replaced.  I don’t care if you are ready to eat in less than 30 minutes.  Your successor boasts gooey, real cheese bubbling underneath a breadcrumb topping… I’m melting just thinking about it.

Macaroni and Cheese

Have I mentioned before how I adore the Smitten Kitchen blog?  Well, I do.  I find her pictures mesmerizing, and every recipe I have made from her blog is simply delicious.

I’ve followed Deb’s blog ever since she caught my eye with this recipe for Homemade Oreos.  Which I have made several times over, and highly recommend.  Much better than the store bought counterpart.

I digress.  I’ve made Deb’s version of Martha Stewart’s Macaroni and Cheese several times now.  And every time, I am convinced I shall never purchase a blue box with fluorescent orange “cheese” again.

Now, this dish cannot be whipped together at the drop of the hat.  But trust me, it’s worth the effort!

What You Need

When you are making a dish which calls for shredded cheese, you should almost always shred your own.  Especially when you are melting the cheese.  Pre-shredded cheese contains flours or powders to keep it from caking in the package.  This extra stuff will have adverse effects on the final dish.  Besides, with all the calories you’ll be taking in, you can spare a few to grate the cheese yourself!


After grating the cheese, make the béchamel.  Melt butter in a pan and add the flour.  Cook this until it is bubbly, and the raw flour taste has cooked out.  Then, you’ll start whisking in the milk, little by little.  At first it will look like odd mashed potatoes, but by the time all of the milk has been whisked in, it turns into a smooth, creamy, thick sauce.


Then you’ll mix in your spices.  Just a little pinch of cayenne and nutmeg.  Add more cayenne if you’re feeling bold.

Spice it up

Now, mix in half of the shredded cheeses.


Cook the pasta only until the outside is fully cooked, but the inside is not.  It will finish cooking in the oven.


Add the pasta to the cheese, give it a good stir, and put it in a buttered dish.

Almost there

Top with the other half of the cheeses.

Top with Cheese

And the breadcrumbs.

Ready to Bake

Bake until the cheese is bubbly and the breadcrumbs are toasted.

Ready to Eat

And if you go back for seconds (or thirds), I won’t tell.

Macaroni and Cheese

Yield: 6 servings

3 tablespoons butter
2 1/4 cups milk, warmed
1/4 cup all-purpose flour
1 teaspoon coarse salt
dash of ground nutmeg
pinch of cayenne pepper
1/8 teaspoon freshly ground black pepper
2 1/4 cups (9 ounces) grated sharp cheddar cheese
1 cup (4 to 5 ounces) grated Swiss or Gruyère cheese
1/2 pound (about 2 cups) macaroni noodles
1/4 to 1/3 cup dried breadcrumbs

Butter an 8? by 8? or 2 quart casserole dish and set aside. Melt the butter in a high-sided skillet. When it bubbles, add the flour. Cook and stir for 1 minute. While whisking, add the milk a little bit at a time (less than half of a cup), in order to keep sauce smooth. Continue to cook and whisk constantly for 8 to 10 minutes, until bubbly and thick. Remove from heat. Stir in seasonings and half of the grated cheeses and set aside. Cook the pasta in boiling, salted water for 3 to 4 minutes, until the outside is done, but the inside is not. Drain and rinse under cool water. Add to cheese and stir well. Place in buttered dish and top with remaining cheese. Sprinkle with breadcrumbs. Bake in a preheated 375 degree oven for about 30 minutes. Let sit about 5 minutes before serving.

Adapted from Smitten Kitchen, who adapted it from Martha Stewart


24 thoughts on “Macaroni and Cheese”

    1. Thanks for the compliment on the pictures! Sometimes I need a picture to explain because the words just don’t make sense and I thought some readers might, too. So, I am glad you find the “step by step” pictures helpful!

      1. i am 10 years old and i made this. It was really great and my family loved it!!! Super easy to make too!

  1. I am going to bring this dish to a cookout tonight. I am so glad I found your website. I think I will be borrowing plenty of your recipes. 🙂

  2. typo: You meant to say, “who adapted it from Martha Stewart”, not “whom”.

    can’t wait to try the recipe.

  3. Well, mine turned out great, which is surprising since I’m a 60-year-old out-of-work man who has taken over cooking for my wife, who does have a job and hates to cook. The pictures and description of how to do the sauce are great and quite helpful, especially about the mashed potato stage–loved that. I’m not sure I got the flour hot enough or cooked it long enough, but it’s at least as good as many fine M&C dishes I’ve had at my church, so I’m declaring victory! Next time I will use a little more cheese, and more spices, and cook the be-jeezus out of the butter and flour before moving on whisk in the rest of the milk.

    It’s a forgiving recipe. I forgot to butter my baking dish, but it didn’t seem to matter. And I overcooked my macaroni, but nobody cared except me.

    Next time I’m not going to do the macaroni just with a timer, but by standing over it the whole time sampling it and doing nothing else! My box of macaroni said it would cook in 5 minutes, so I’ll try going no more than half of that time.

    Thanks for the great recipe. The whole family liked it! We’ll be doing it again soon.

  4. I cooked this dish for some friends on Easter and let me say thanks for an amazing recipe! It turned out fantastic and everyone loved the bread crumbs on the top. As a guy I have to contend with some pretty hard hitting female cookers in my life and this one was a crowd pleaser and made them happy.

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