Better Macaroni and Cheese

Better Macaroni and Cheese

This is a simple yet gourmet macaroni and cheese that's both a fancy entree and a delicious comfort food. The addition of Old Bay, mustard, and cayenne pepper gives this dish a grown-up kick that some kids may not like. Omit it for younger audiences - or simply make them a box of the 'blue stuff' so that there's more for the adults.
  • Prep: 35 min
  • Cook: 5 min
  • Total: 40 min
  • Serves 8 to 10
Better Macaroni and Cheese

Carbohydrate Counts

Carbs-per-gram ratio: 0.2168

Serving Size 250g (about 55g carbs)

Carb calculations Weight Carbs
Sandwich bread (75g)
Macaroni or pipe rigate pasta 464g (340g)
All purpose flour 47g (35g)
Whole or % milk (65g)
Net Weight 2375g (515g)

* Multiply serving weight in grams by the carbs-per-gram ratio to calculate the total estimated carbs. Provided for informational purposes only. Consult your doctor for insulin dosing advice.

  • Bread Crumb Topping
  • 5 slices high quality sandwich bread
  • 4 tablespoons butter, cut into small pieces
  • Pulse bread and butter in food processor until bread is broken down into fine crumbs, about 30 seconds. Set aside.
  • Pasta
  • Adjust oven rack to lower-middle position and heat broiler.
  • 4 quarts water
  • Bring water to boil in a large stock pot over high heat.
  • 1 tablespoon salt
  • Add salt to water.
  • 464g / 1 pound macaroni or pipe rigate pasta
  • Add pasta to water and stir well. Cook until pasta is just al dente, about 8 to 10 minutes. Drain pasta and set aside in colander.
  • Cheese Sauce
  • Note: You can make the sauce in a separate saucepan or you can wait until pasta is done cooking and reuse the empty stockpot to make the sauce and save yourself an extra dish to cleanup.
  • 5 tablespoons butter
  • In a large saucepan or in the empty stock pot used to cook the pasta, heat butter over medium-high heat until foaming.
  • 47g / 6 tablespoons all-purpose flour
  • 3 teaspoons Old Bay seasoning
  • 1 teaspoon powdered mustard
  • ¼ teaspoon cayenne pepper
  • Add flour and spices to pot and whisk well to combine. Continue whisking until butter becomes fragrant and deepens in color, about 1 minute.
  • 5 cups whole or 2% milk
  • While whisking frequently, slowly pour in milk. Stop after each full cup of milk has been added and whisk until full incorporated.
  • Bring milk mixture to a boil while whisking frequently. Reduce heat to medium and simmer, whisking occasionally, until thickened to a creamy consistency, about 5 to 10 minutes.
  • 8 ounces Monterey Jack cheese, shredded (2 cups)
  • 8 ounces sharp cheddar cheese, shredded (2 cups)
  • Once thickened, remove from heat and stir in cheeses until fully melted.
  • reserved pasta
  • Add reserved pasta.
  • Return pot to stove and cook over medium-low heat, stirring constantly, until mixture is heated through, about 2 to 4 minutes.
  • Transfer contents to an oven safe 9-by-13-inch baking dish.
  • reserved bread crumbs
  • Sprinkle top evenly with bread crumbs.
  • Broil until bread crumbs are deep golden brown, 3 to 5 minutes. Note: Keep a very close eye on it as it will quickly go from golden brown to burned!
  • Cool about 5 minutes and serve.
From . ( Adapted from Cook's Illustrated. May 2004.
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