Mac and Cheese II Recipe -
Mac and Cheese II Recipe

Mac and Cheese II

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"This recipe is so simple to make! It can be a side dish with meatloaf and stewed tomatoes or hold it's own. Enough to make 4 side dishes or 2 main dishes."

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Ingredients Edit and Save

Original recipe makes 4 servings Change Servings
  • PREP

    20 mins
  • COOK

    45 mins

    1 hr 5 mins


  1. In a large pot with boiling salted water cook elbow macaroni until al dente. Drain.
  2. In a medium saucepan, over medium heat melt butter or margarine. Whisk flour and stir vigorously. Add milk and cook until thick and bubbly, about 5 to 7 minutes. Add cheeses and stir until completely melted.
  3. In a large bowl mix together the drained pasta and cheese sauce mixture. Toss to coat evenly.
  4. Pour into a greased 2 quart casserole dish. Bake in a preheated 350 degree F (175 degrees C) oven for 30 minutes. Let stand 10 minutes before serving.
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Reviews More Reviews

Most Helpful Positive Review
Dec 05, 2003

This recipe is awesome! I've been making it for a while now... I made it again tonight and decided to write a review this time because it's repeated deeeelicious! I started topping it with parmesan cheese and Italian bread crumbs before putting it in the oven, it gives it a great touch. Thanks for sharing!

Most Helpful Critical Review
Apr 28, 2010

Dont put the noodles in before the water come to a boil

Jul 23, 2003

I add a tsp. of dry mustard and some onion powder to the liquid. I also top my casserole with a good amount of shredded cheddar and top that with seasoned bread crumbs and then dot with butter. Great comfort food!

Sep 10, 2006

First off, I doubled the recipe. After melting the butter, I added 1 chopped yellow onion and two cloves of garlic, minced. After browning the flour and adding the milk, I added 2 tsp. black pepper, 1 tsp. both worstershire sauce and Frank's Red Hot sauce and 1 14.5 c. diced tomatoes including the liquid. The sauce became a little too thick so I probably added a about 3/4 c. more of milk and then gradually added sharp cheddar and then the processed cheese. I made sure to cook the pasta just BARELY al dente as it always cooks a bit more in the oven and I didn't want the end result to be mushy. After I sprayed the casserole dish with Pam, I added the mac & cheese and then topped it off with about 1/2 c. each of bread crumbs and shredded cheddar. The flavor was wonderful, but the sauce was a little thick. I think that next time I will reduce the flour by half. Thanks Kristin for your yummy mac & cheese recipe!

Jan 03, 2012

Why do people write their changes and rate the recipe? Shouldn't they first make it exactly like it is written and then rate it and then maybe suggest changes? Even though I didn't make it yet, I think it sounds delicious.

Nov 30, 2010

I used cheddar, and mozzarella and no processed cheese. It turned out fantastic! Even my fussy kids ate it! I will make this again and again...

Aug 08, 2005

this is a very good basic recipe. like other reviewers, I added some spices (salt, onion powder, ground mustard, worcestershire sauce) and topped with bread crumbs. also, instead of elbows, we use bowtie pasta. sometimes I'll add some good cubed ham to the mixture before putting it in the casserole dish, too.

Jan 06, 2007

This recipe is good, not great. Like other reviewers have said, it is a good basic recipe to build on. I don't like that the recipe uses so much processed cheese, though. I wonder if there's a way to get the creamy texture without all the Velveeta?


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  • Calories
  • 650 kcal
  • 32%
  • Carbohydrates
  • 58.6 g
  • 19%
  • Cholesterol
  • 91 mg
  • 30%
  • Fat
  • 32.3 g
  • 50%
  • Fiber
  • 2 g
  • 8%
  • Protein
  • 30.4 g
  • 61%
  • Sodium
  • 818 mg
  • 33%

* Percent Daily Values are based on a 2,000 calorie diet.

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