Mad Mac ‘n Cheese

I love hearty, creamy delicious macaroni and cheese. I’ve followed many a recipe and watch many shows featuring mac ‘n cheese, but something always seemed to be missing. That something was the flavor of CHEESE. Taking what I learned, I set out to create what I craved. The following is what I accomplished. It tastes like, well cheese!


  • 3 cups dry elbow macaroni
  • 3 cups milk (heat in microwave to a simmer-don’t boil)
  • 3 cups shredded sharp cheddar cheese (the sharper the better)
  • 6 oz. Velveeta cheese cubed
  • 1/3 cup AP flour
  • 3 Tbsp. butter
  • 3 Tbsp. olive oil
  • 1/2 –3/4 cup diced onion
  • Water if needed to thin cheese sauce
  • 1/2 cup Shredded Parmesan cheese
  • 1/2 teaspoon dry mustard
  • Salt and Pepper to taste
  • Panko bread crumbs


Bring a pot of salted water to a boil. Add macaroni and  cook for five minutes. Drain and set aside.

Meanwhile, while the macaroni is cooking, in a heavy 3 qt. sauce pan, heat olive oil and butter over medium heat. Sauté onions until translucent.  Add flour and whisk until flour is “toasted”. You may have to add some extra olive oil if the roux is too thick. Slowly pour in hot milk and whisk constantly to avoid lumps. This should be the consistency of gravy.  Add dry mustard and cheeses a handful at a time,  alternating the cheddar and Velveeta. Stir until melted and smooth. If the mixture is too thick (like paste instead of gravy) add water until it is the right consistency. (Again, like gravy). Season to your taste, and definitely taste!

In a large bowl, (I used a 4 qt. glass bowl) add the macaroni and pour the cheese sauce over and stir. Add 1/2-3/4 cup of Panko bread crumbs.

Pour into a greased baking dish (8-9 inch square or 3 quart round) and sprinkle top with parmesan cheese and top with 1/2 cup of Panko.

Bake in 375 degree oven for 30 minutes. It will be bubbly and the Panko will be lightly browned.

Allow the Mac ‘n Cheese to rest for 5-10 minutes.


Posted on March 29, 2013, in Main Dish, Side Dish and tagged , . Bookmark the permalink. Leave a comment.

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