[recipe servings=”10 portions” time=”Prep Time: 25min Baking Time: 50min”  difficulty=”Slightly Difficult”]

A favorite of many cultures, it has been personified by Kraft with orange-colored, tangy, powdered cheese and can be made from a box in a few minutes with few utensils, and limited skills.  Further it’s now available in new-fangled formats that are fully prepared and ready to be microwaved.  I will admit, on occasion (like when I’m home sick), I’ve made this quick meal out of a box.

However, when I’m ­­­really craving Macaroni and Cheese, I make it from scratch.  The scratch version I make takes a bit of time, but it’s oh-so-worth-it.  Béchamel sauce, also known as white sauce, is basically milk, thickened with roux, a cooked mixture of butter and flour.  When cheese is added, the sauce is called Mornay sauce.  Mornay is very versatile and you shouldn’t just consider it for Mac-N-Cheese.  It’s beautiful when poured over cauliflower and baked in a shallow dish for a gratin, or when served on the side with a simple roast chicken and can serve as the base of an indulgent soufflé.

The trick is to make the béchamel thin enough to support a ton of cheese, and thick enough to coat the pasta completely.  Too thick and the entire thing is a gloppy mess.  Too thin, and you have a creamy mix that doesn’t hold together.  As I began to make Mac-N-Cheese on a recent cold late Autumn Sunday afternoon, I realized I’ve never written down a recipe for it, and I’ve been making my Mac-N-Cheese from intuition for the past decade or so – once you’ve made this a few times, you’ll see that it’s not so much measuring things out, it’s really looking for the textures.

I make the sauce while the pasta water comes to a boil, and the pasta cooks – that takes about 20 minutes total.  Béchamel is pretty simple to make: cook a roux, add milk, heat to thicken.  I add the butter and the flour to a saucepan at the same time, and cook together, stirring, until the mixture smells like butter cookies, and is evenly light brown.  I then whisk in the milk all at once, and cook, whisking almost constantly until the mixture comes to a boil.  The sauce will be the texture of paint.

I remove it from the stove and whisk in the cheese all at once until the cheese has completely melted – once the cheese has completely melted into the sauce, you’ve got to taste it and adjust salt and pepper.  Depending on the type of cheeses you use, it might not need salt at all . . .  The sauce should be smooth, thickly coat the back of a spoon, and be slightly cohesive – almost as if the melted cheese might stretch a tiny little bit.

I cook the pasta until it’s slightly undercooked, so not quite al dente.  And, I don’t rinse the pasta.  I take the hot pasta directly from the cooking water, using a spider, and add it to the sauce in a large mixing bowl.  Stir this all together until the pasta is evenly coated and pour it into a heavily buttered baking dish.  I like to bake this casserole until the top is unevenly golden brown, the mixture has thickened considerably, and the edges have formed a bit of a deep golden-brown crust – that can take 45 minutes to an hour, depending on the cheese you use.  I rarely let this cool down much and serve it with a salad tossed in a sharp dressing to cut through the richness of the Mac-N-Cheese.

Although this is delicious on its own, you can personalize this quite a bit by adding chopped bacon, or cooked sausage crumbles, roasted green chili peppers, or a bag of arugula.  There’s a ton of choices, and I encourage you to experiment with the basic recipe.

Even though I’m not a big fan of leftovers, this Mac-N-Cheese is great the next day.  It holds up very well refrigerated for several days, and frozen for weeks.  I completely cool down whatever’s left over leaving it in the baking dish, and refrigerate, covered, overnight.  The next morning the Mac-N-Cheese is the texture of very thick gelatin, and easily cuts into single serve portions.  If I’m freezing these, I double wrap the individual portions in plastic film, and then place them in a freezer bag.

To reheat refrigerated portions, place in a microwave-proof bowl with a bit of water, cover with a paper towel, and heat on low heat 3-5 minutes, and let rest for 1 minute before eating.  Frozen portions reheat best in a slow oven (300 degrees F) in an oven-proof pan, covered, until melted, and heated through – about 25 minutes.



  • 1 pound pasta – I use gemelli, or cavatappi
  • 4 Tablespoons butter, plus more for buttering the casserole dish
  • ¼ cup flour
  • ½ teaspoon freshly grated nutmeg
  • 1 quart whole milk
  • ¼ pound Comte cheese, grated
  • ¼ pound Parmesan cheese, grated
  • ½ teaspoon salt
  • ½ teaspoon freshly ground black pepper


  1. Heat oven to 350 degrees F.  Heavily butter a 2-quart casserole dish and place in the refrigerator.
  2. Boil the pasta in salted water until it’s just cooked, slightly less than al dente.
  3. Meanwhile, stir together the butter and flour in a 2-quart saucepan set over medium-high heat.  Cook, stirring occasionally, until the mixture smells like butter cookies, has become smooth, and is golden brown, about 5 minutes.
  4. Whisk in the milk all at once, and cook, whisking frequently to prevent the mixture from burning on the bottom of the pan, until it reaches a boil, and has thickened to the texture of thick paint, about 8 minutes.
  5. Whisk in all the cheese until melted and sauce has thickened slightly, and is slightly cohesive, about 1 minute.
  6. In a large mixing bowl, stir together the pasta and the cheese sauce until well coated, transfer to prepared casserole dish, place on a baking sheet, and bake until deeply golden brown at the edges, bubbly in the center, and lightly browned on top, about 45 minutes.  Serve piping hot.