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Family-Favorite Macaroni and Cheese

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  • Prep 25 min
  • Total 50 min
  • Servings 6
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Creamy and cheesy, this homemade mac and cheese recipe is just the ticket for traditional comfort food, but with lots of mix-in possibilities that help you put a flavor-forward twist on a classic recipe. Check out the Expert Tips section below for suggestions on adding bacon, caramelized onions, fire-roasted diced tomatoes and even lobster.
Updated Jan 22, 2020


  • 2 cups uncooked elbow macaroni (7 ounces)
  • 1/4 cup butter
  • 1/4 cup Gold Medal™ all-purpose flour
  • 1/2 teaspoon salt
  • 1/4 teaspoon pepper
  • 1/4 teaspoon ground mustard
  • 1/4 teaspoon Worcestershire sauce
  • 2 cups milk
  • 2 cups shredded or cubed Cheddar cheese (8 ounces)
Make With
Gold Medal Flour


  • 1
    Heat oven to 350°F. Cook and drain macaroni as directed on package.
  • 2
    While macaroni is cooking, melt butter in 3-quart saucepan over low heat. Stir in flour, salt, pepper, mustard and Worcestershire sauce. Cook over medium low heat, stirring constantly, until mixture is smooth and bubbly; remove from heat. Stir in milk. Heat to boiling, stirring constanly. Boil and stir 1 minute. Stir in cheese. Cook, stirring occasionally, until cheese is melted.
  • 3
    Gently stir macaroni into cheese sauce.
  • 4
    Pour into ungreased 2-quart casserole. Bake uncovered 20 to 25 minutes or until bubbly.

Tips from the Betty Crocker Kitchens

  • tip 1
    A splash of Worcestershire sauce adds a dimension of “umami” to the sauce, a savory richness that brings out the flavor of the cheese and enhances the mild flavor of the pasta.
  • tip 2
    Use a wire whisk to make the white sauce base for the macaroni. Stirring constantly as you add the milk will guarantee a smooth sauce that’s ready to melt the shredded cheese into. Be sure the macaroni is drained well so you aren’t adding to much extra water when you stir it into the cheese sauce.
  • tip 3
    Swap the cheese, use any of the following cheeses in place of all or part of the Cheddar in the recipe: Asiago or Parmesan (up to 1 cup); blue or gorgonzola crumbled (up to 1 cup); brie crumbled (up to 1 cup); Cheddar (white or smoked); Colby; edam; fontina; gouda (regular or smoked); Gruyere; Havarti; Jarlsberg; manchego; Monterey jack or pepper jack; swiss.
  • tip 4
    Caramelized Onion Mac and Cheese: Stir in 1 cup caramelized onions with macaroni in Step 3.
  • tip 5
    Fire-Roasted Tomato Mac and Cheese: Stir in 1/2 teaspoon smoked paprika with flour in Step 2. Add 1 can (14.5 oz) fire-roasted diced tomatoes, drained, with macaroni in Step 3.
  • tip 6
    Lobster Mac and Cheese: Add 1/8 teaspoon each ground red pepper (cayenne) and ground nutmeg with flour in Step 2. Substitute 3/4 cup each shredded fontina and Gruyere cheese for 1 1/2 cups of the Cheddar. Stir in 2 cups cooked lobster pieces or lump crabmeat with macaroni in Step 3.
  • tip 7
    Southwest Mac and Cheese: Omit ground mustard and Worcestershire sauce. Add 2 teaspoons ground ancho chile pepper or chili powder, 1/2 teaspoon ground cumin and 1/4 teaspoon garlic powder with flour in Step 2. Stir in 1 can (4 oz.) diced green chiles, 1/4 cup thinly sliced green onions, 1/4 cup diced bell pepper and 1/4 cup chopped fresh cilantro with macaroni in Step 3. Top with coarsely crushed corn chips before serving.


400 Calories, 22 g Total Fat, 17 g Protein, 34 g Total Carbohydrate

Nutrition Facts

Serving Size: 1 Serving
Calories from Fat
Total Fat
22 g
Saturated Fat
11 g
45 mg
560 mg
200 mg
Total Carbohydrate
34 g
Dietary Fiber
1 g
17 g
% Daily Value*:
Vitamin A
1 1/2 Starch; 1 Milk; 1 High-Fat Meat; 2 Fat;
*Percent Daily Values are based on a 2,000 calorie diet.

More About This Recipe

  • This recipe is an all-star, and with good reason. More than 600 home cooks have given it rave ratings for its taste, appeal and ease of preparation. If you’d like to brush up on the basics, check out our how-to make mac and cheese guide before you get started. It’s all as simple as can be. The elbow macaroni in this mac and cheese recipe cooks per the package instructions, and while you wait for it to cook, you can whip up the irresistible cheese sauce with ingredients you probably already have on hand. Once everything is stirred together, the mac and cheese goes into a casserole dish for a quick bake. Looking to try a new twist on this recipe? Check out Betty’s best mac and cheese recipes.
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