Family-Favorite Macaroni and Cheese

  • Prep 25 min
  • Total 50 min
  • Servings 6
Family-Favorite Macaroni and Cheese


cups uncooked elbow macaroni (7 ounces)
cup butter or margarine
cup Gold Medal™ all-purpose flour
teaspoon salt
teaspoon pepper
teaspoon ground mustard
teaspoon Worcestershire sauce
cups milk
cups shredded or cubed Cheddar cheese (8 ounces)


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  • 1
    Heat oven to 350ºF.
  • 2
    Cook macaroni as directed on package.
  • 3
    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.
  • 4
    Drain macaroni. Gently stir macaroni into cheese sauce. Pour into ungreased 2-quart casserole. Bake uncovered 20 to 25 minutes or until bubbly.



Expert Tips

  • Cook pasta before mixing with sauce. It will not get tender if added uncooked.
  • Cook flour mixture until smooth and bubbly.
  • Stir constantly while making sauce, so that the flour mixture thickens the milk evenly.
  • Serve immediately so pasta will be creamy and not continue to soak up the sauce.
  • Stove-top method: Make as directed up to stirring in cheese in Step 3. Serve immediately.
  • Skinny version: For 10 grams of fat and 390 calories per serving, decrease butter to 2 tablespoons. Use fat-free (skim) milk and 1 1/2 cups reduced-fat Cheddar cheese.
  • Bacon Mac and Cheese: Stir in 2/3 cup cooked, crumbled bacon with macaroni in Step 4.
  • Caramelized Onion Mac and Cheese: Stir in 1 cup caramelized onions with macaroni in Step 4.
  • 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 4.
  • 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 4.
  • 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 4. Top with coarsely crushed corn chips before serving.
  • For a little something extra, add one or more of the following as toppings: • Sprinkle on before baking: Mix 1/2 cup fresh or dried bread crumbs with 2 tablespoons melted butter or olive oil; 1/2 cup crushed plain potato chips (flavored chips tend to get too brown if added before baking) 1/2 cup French-fried onions. Add just before removing from oven: 1/2 cup additional shredded cheese (bake 3-5 minutes or until cheese is melted). Sprinkle on about 1/2 cup of any of the following after baking – or serve alongside: crushed plain or flavored croutons; crushed crackers, flavored potato chips or snack chips; chopped fresh parsley or other herbs; sliced or cubed avocado; thinly sliced or chopped tomatoes; salsa or sour cream; diced bell peppers; sliced olives.
  • 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.
  • Purchase the cheese already shredded in an 8-ounce package.
  • And this is just the beginning! While stirring the cooked macaroni into the cheese sauce, try adding sliced ripe or green olives or bite-size pieces of cooked vegetables, hot dogs or cooked sausage.
  • Add a 4-ounce can of chopped green chilies, drained, for a perked-up version of mac and cheese.

Nutritional Information

Nutrition Information

Nutrition Facts

Serving Size: 1 Serving
Calories from Fat
% Daily Value
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.

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