Macaroni and Cheese

I have learned how to cook a few things from memory since I became a mom. Chocolate chip cookies. Chicken nuggets from scratch. The sorts of foods you imagine small children like to eat. So, of course, I’ve also perfected macaroni and cheese.

Although, technically, I don’t even use macaroni. I prefer shell pasta. But it tastes pretty much the same either way so it’s your call. I suppose you could even get really wild and use rigatoni. Or those weird little wagon wheel noodles. I won’t judge you for your pasta preference.

Measuring pasta for mac 'n cheese
Measuring the pasta for this post – the things I do for the blog

The big obstacle to homemade macaroni and cheese (at least for me) is grating all that cheese. And grating isn’t a task you can do one-handed with a fussy baby on your hip. So I have taken to using my food processor’s grater attachment. It does a passable job, and it saves me a lot of time.

I know that some people like to put bread crumbs on top of their mac ‘n cheese. But I melt shredded cheese on top of mine instead. Because the only thing that can improve a plate of cheesy carbohydrates is more cheese.

Mac 'n cheese ready for the oven
Ready for the oven

So without further ado, here is my finely honed recipe for macaroni and cheese. It’s the only kind my 4-year-old will eat. 🙂

Amber’s Mac ‘n Cheese

* Gluten-Free Option

4 Tbsp salted butter
4 Tbsp flour – OR – gluten-free flour blend
1 Tbsp dry mustard
1 tsp fresh ground black pepper
2 1/2 c milk (I prefer 2%)
5 c grated medium cheddar
2 1/2 c dry pasta (gluten-free pastas work fine, as well)

Making the sauce:
Melt the butter in a saucepan over medium heat. Add the flour and simmer for 2 minutes, stirring regularly. Add the mustard, pepper, and milk, stirring well. Add 2 1/2 cups of the cheese, and set the rest aside for later.

Stirring the sauce regularly (like every minute or two) heat on medium until it’s thickened.

Meanwhile, while the sauce is thickening:

Cook the dry noodles. And drain them. This part is important or your result will be very watery. 😉

When it’s all done, put the pasta and sauce together in a lightly greased 3 qt casserole dish. Cover with the extra grated cheese. Bake uncovered at 375 F.

If you want to eat it right away, put it in the oven for 15 minutes. Or you can refrigerate and heat later, in which case it needs about 30 minutes.


Yummy carbs and cheese
Yummy carbs and cheese

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  1. Thatis so yummy looking bubbly goodness on top!

  2. I use the white cheddar powder from
    which makes it taste like the boxed stuff my kid likes. It’s cheaper than boxed though.

  3. oooooh yummy!

    …. and when time is of the essence here’s a quickie from a good friend.

    boil 1 cup of macaroni pasta etc in 2 cups of milk (watch it like a hawk as the milk will boil over – stir occasionally). when the pasta is tender stir in any amount of grated cheese to melt and then serve. can also season with salt, pepper, mustard etc as you wish.
    serve at blistering light speed
    (has saved my butt many a time, thanks Gina!)

  4. When I was pregnant with Eve, all I ever wanted to eat was carbs and cheese. Well, to be fair, I always love carbs and cheese, but when I was pregnant I could blame it on the baby. That recipe looks great, and the boiling pasta in milk trick is brilliant.

  5. Kids LOVE Mac and cheese, don't they? I've never tried putting dry mustard in… interesting.

  6. Natalie says:

    My daughter must be the only child in the galaxy who refuses to eat pasta, so it’s not something that I would do here. However, it looks so yummy!

  7. I think the mustard really adds something.And they do really love it, that's for sure.

  8. chicklet says:

    I soooo want to stuff my face with the bowl of grated cheese. Forget the pasta and the rest of it, I just want that damn cheese!

  9. Excellent. Much better than the scary orange color from Kraft.

  10. Mmmm . . . first of all, your mac and cheese looks delish. Second, oh, this post brings to mind my relationship with my grandmother’s mac and cheese, which was famous in our family: a comfort food, a put some fat on you food, a just wonderful, cheesy, bowl of love made my our grandma.

    No wonder kids like this stuff, 🙂

  11. Yay!! We’re all set for supper on this rainy day.

    I have all the ingredients on hand! And, if you’re taking a poll, we’ll be using mini “butterfly noodles,” aka Farafle. And adding crumbs. There must be crumbs 😉

  12. I just made this for lunch today for the daycare kiddies. 3 out of 4 were fans. The one who didn’t like it only likes packaged foods so I wasn’t surprised about his reaction. Oh well, can’t please everyone! I loved it. I used 3 types of pasta because there wasn’t enough macaroni or penne – so rounded it off with rice elbows. Had three different cooking tines so it got tricky with setting the timer each time the pot was due for a different pasta. But I did it. Success was mine! Used soy milk instead of cow milk and ran out of mustard powder so used a bit of prepare mustard. Worked fine. Thanks Amber!

  13. Oh I looove homemade mac and cheese, I think I’ll make some tonight. 🙂

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