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Classic comfort food. This oven-baked pasta dish is made with a rich cream sauce with Cheddar and Parmesan cheese. Buttered breadcrumbs on top add a tasty crunch.

1 1/2 cup uncooked elbow macaroni pasta
4 tablespoons butter, divided
1/4 cup all-purpose flour
3 cups milk
1 teaspoon dry mustard
3/4 teaspoon salt
1/4 teaspoon freshly ground black pepper
1 pinch cayenne pepper
1 1/2 cup shredded sharp Cheddar cheese
1/4 cup freshly grated Parmesan cheese
1/3 cup plain dry breadcrumbs
Preheat the oven to 375 degrees F. Grease a shallow, 2-quart baking dish.
Cook the macaroni in boiling water until al dente (8-9 minutes). Drain well and rinse under cool water. Set aside.
Melt half the butter in a large saucepan over medium heat. Sprinkle the flour over the melted butter and cook, stirring constantly, for 1 minute.
While stirring, add the milk, dry mustard, salt, black pepper, and cayenne. Stir until the mixture is smooth. Bring to a boil, stirring constantly, and let cook for one minute. Remove the pan from the heat and stir in the Cheddar and Parmesan cheese. Stir until the cheese is melted and the sauce is smooth.
Stir the pasta into the cheese sauce and mix to coat it evenly.
Pour the macaroni mixture into the prepared baking dish.
Melt the remaining butter and combine with the breadcrumbs. Sprinkle the buttered crumbs evenly over the top of the macaroni.
Place the baking dish in the oven and bake at 375 degrees F for 30 minutes. Remove the pan from the oven and let rest for 10 minutes, the pasta will absorb any excess sauce while it rests.
Serve the old-fashioned macaroni and cheese hot.
Cook the pasta al dente as it will continue to cook in the oven.
Stir the sauce constantly while cooking to prevent lumps.
Season the cheese sauce well to ensure the dish is flavorful.
Use freshly grated cheese for better melting and flavor.
Let the dish rest before serving to allow the sauce to thicken.
Butter the breadcrumbs for extra crunch and flavor.
Bake until the top is golden and bubbly for the best texture.
Serve with a side salad or steamed vegetables for a balanced meal.
Experiment with adding herbs like thyme or parsley for a different flavor.
Store any leftovers in an airtight container in the refrigerator.
Elbow macaroni is traditional, but any small pasta like shells or penne works well.
Yes, you can experiment with different cheeses like Gouda, Monterey Jack, or mozzarella for varied flavors.
Add the cheese off the heat and stir until just melted. Overheating can cause the sauce to become grainy.
If dry mustard is unavailable, a small amount of Dijon mustard can be used as a substitute.
Incorporate ingredients like cooked bacon, diced tomatoes, or sauteed mushrooms for added flavor.
Reheat in the oven or microwave, adding a little milk to keep the macaroni moist.
Assemble the dish ahead of time and refrigerate. Add an extra 5-10 minutes to the baking time if baking from cold.
Broil the dish for a few minutes after baking until the breadcrumbs are golden brown.
Use low-fat milk and cheeses, and reduce the amount of butter for a lighter version.
Large Saucepan: For cooking the elbow macaroni in boiling water until al dente and for preparing the cheese sauce by melting butter, combining flour, and mixing in the milk and seasonings.
Measuring Cups and Spoons: For measuring ingredients such as elbow macaroni, flour, milk, salt, cheese, and bread crumbs.
Shallow Baking Dish: To hold the macaroni and cheese mixture while it bakes in the oven. A 2-quart capacity is appropriate for this recipe and should be greased before use.
Colander: For draining the cooked macaroni after boiling and rinsing it under cool water.
Wooden Spoon or Silicone Spatula: For stirring the macaroni as it cooks and for mixing the cheese sauce.
Grater: For shredding the sharp Cheddar cheese and grating the Parmesan cheese.
Whisk: For combining the melted butter and flour to create a roux and for mixing the sauce to achieve a smooth consistency.
Garlic Bread: The crunchy texture and buttery flavor of garlic bread complements the creamy macaroni, providing a nice contrast.
Pulled Pork: Top the mac and cheese with pulled pork for a hearty dish that introduces smoky flavors and extra protein.
Ranch Dressing: Drizzle ranch dressing over servings for a herby, tangy addition.
Bacon Crumbles: Sprinkle crispy bacon on top for a salty crunch that pairs well with the creaminess of the cheese.
Steamed Broccoli: Serve mac and cheese with steamed broccoli for a nutritious side that adds color and a slight bitterness, balancing the flavors.
Sauteed Spinach: The earthy notes of sauteed spinach can add depth to the meal, and its slight bitterness works well with the cheese.
Hot Sauce: Add a few dashes of hot sauce to individual portions for those who enjoy a spicy kick that offsets the creaminess.
Grilled Chicken: Pair with grilled chicken for a well-rounded meal; the smokiness from the grill complements the mac and cheese's cheesiness.
Caesar Salad: A crisp Caesar salad on the side introduces a contrasting texture and Caesar dressing adds a savory element.
Chili: A scoop of chili on top creates a comforting, hearty combination that contrasts the creaminess with savory spices.
Got leftovers? We've got recipes. 18 delicious recipes using cooked chicken (plus 9 bonus recipes!)
Make your mornings a little less hectic with these overnight breakfast recipes. Prep the night before and enjoy a warm, comforting meal in the morning.
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reviews & comments
October 5, 2022
This is a perfect recipe for macaroni and cheese. CLASSIC. I don't like all the trendy versions - this is what real mac and cheese should be!
December 31, 2013
I have been using this very recipe for many years. Just like Mom used to make!
November 8, 2013
Serious comfort food!
July 6, 2013
I skip the parmesan and use all cheddar. I also prefer panko bread crumbs because they are lighter tasting.