Who doesn’t love an ooey gooey side of Mac & Cheese with their BBQ, burger or meatloaf? My oldest daughter loves this recipe soooo much, she eats it as a meal with copious amounts of bacon crumbled on top! MMMMMM, bacon!!!!!
Anyway, for such a seemingly easy dish to prepare, it seems that EVERYONE has their own idea of what a good Mac & Cheese should be. For some, nothing will do except for the stuff that comes out of a box, that powdered cheese stuff that tastes like cheese but really isn’t. For other’s Mac & Cheese is a casserole type concoction that is made with all kinds of weird cheeses ranging from brie to blue cheese and topped with everything from crumbled Ritz crackers to corn bread.
Well in my book they can sit and enjoy their apple sauce mac & cheese or blue cheese brie Mac & Cheese without me! I am a straight up all American girl who loves her Mac & Cheese well, cheesy – made with good old fashioned shredded cheddar and Velveeta.
Now, truth be told this recipe is the culmination of an adventure my husband and I started about 3 years ago. Our goal was to create an easy to make Mac & Cheese our kids and we (the adults) would love. Not an easy task given that kids have their predilections of what they want and adults have a slightly more mature palette. So armed with a whisk, a number of cheese combinations and the usual recipe suspects (Betty Crocker, The Joy of Cooking, recipes we found on elbow pasta boxes and cheese boxes) we set out to create our version of the perfect Mac & Cheese. After a number of failures and complete mishaps (don’t bother with the dry mustard or onions – trust us!) we finally found our perfect combination of ooey gooey and the rest is history.
So if you are looking for a simple Mac & Cheese recipe that your family will love then look no further than this recipe, you won’t be disappointed and neither will your family. In fact, my daughters request this dish almost every weekend!
But before you roll up your sleeves and start cooking here is the one tip you will need to help you make the best mac & cheese.
Tip – How to make a Roux:
Call it a thickener, or be fancy and call it a roux… either way it is a must have step to make creamy Mac and Cheese. Now, all high brow French cooking terms aside a roux is simple to make… after all, the bare bones ingredients of a roux are simply equal parts flour and butter. The scientific reason behind making a roux rather than just throwing flour into the mix, is that pre-cooking the flour allows the starch granules to swell and absorb moisture, and lets you thicken a sauce base, in this case our Mac & Cheese sauce, without the flour clumping or forming lumps…. who wants lumpy Mac & Cheese? Not me that is for sure! Here are the easy steps to making your roux:
First add 2 TBL spoons of butter to a pot on simmer.
Add equal parts of flour to simmering pot (2 TBL spoons) and then till pot over heat and stir with spoon as below:
Cook flour and butter mixture on medium to low simmer (you don’t want to burn the mixture – if you do you need to start over or it will taste bitter)… cook until slightly tan or browned (about 10 to 12 minutes) and looks like below:
You have just made a roux… look at you being all fancy French cooking and all. At this point you can add the milk to the roux and mix with a whisk until the milk and roux mixture is slightly thick. Be warned though that adding cold milk right out of the fridge with shock the roux and make lumps so either set the milk that you need out on the counter while you make the roux to get to room temp or pop in the microwave for 10 to 20 seconds (covered) to remove the chill and bring to room temp.
Now that you are all set on how to make a roux let’s get down to making some ooey gooey Mac & Cheese!!!

So if you are looking for a simple Mac & Cheese recipe that your family will love then look no further than this recipe, you won’t be disappointed and neither will your family. In fact, my daughters request this dish almost every weekend!
The recipe below make 2 9×12 pans of Mac & Cheese and can feed a crowd, but if you don’t need as much this recipe works equally as well cut in half and makes 1 9×12 pan. Also, feel free to make the full recipe and pop one of the pans into the fridge without heating in the oven for up to 4 days… it will heat up perfectly with a 1/4 cup of milk mixed into the pan and heated for 25 minutes in a 350 degree oven.
- 2 Tablespoons salted butter
- 2 Tablespoons general purpose flour
- 6½ Cups elbow pasta
- 6 Cups milk (2% or whole)
- 2 Cup Velveeta Cheese
- 8 Cups shredded cheddar cheese
- About 2 Tablespoons of butter to grease the pans
- 1 Teaspoon Kosher salt
- 1 Teaspoon white pepper
- 2 Cups shredded grated cheddar cheese
- In a 6 quart pot bring about 5 quarts of water to a boil and cook elbow pasta per the package instructions until tender but still firm, drain pasta and set aside.
- In same 6 quart pot make a browned roux of 4 tablespoons butter and 4 tablespoons flour over medium heat (be careful not to burn the roux and adjust heat as needed), add milk and whisk roux into milk until somewhat thick (about 5 minutes) over medium heat, add salt and white pepper, add 2 cups Velveeta Cheese and stir until the Velveeta melts into the milk (about 8 to 10 minutes), add 8 cups shredded cheddar cheese and whisk mixture till creamy.
- Pre-heat oven to 350 degrees and grease two 9 x 12 pans, add cooked elbow pasta to cheese mixture and stir to incorporate all the pasta into the cheese mixture.
- Ladle the elbow pasta and cheese mixture equally into the 2 pans, top each pan with about 1 cup shredded cheddar cheese each.
- Place the pans in the oven and bake for about 25 minutes, remove and let cool before serving.
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