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Best Ever Mac & Cheese

To make this amazing mac, I make a sauce loaded with three different cheeses to toss with the noodles. When baked, it's gooey goodness with a crunchy topping that...don't get me started! —Beth Jacobson, Milwaukee, Wisconsin
  • Total Time
    Prep: 40 min. Bake: 10 min.
  • Makes
    12 servings

Ingredients

  • 1 package (16 ounces) uncooked elbow macaroni
  • 4 slices hearty white bread (4 ounces), torn into large pieces
  • 6 tablespoons butter, cubed and divided
  • 1/2 cup grated Parmesan cheese
  • 1 teaspoon salt, divided
  • 1 teaspoon pepper, divided
  • 1/4 cup finely chopped onion
  • 1 teaspoon ground mustard
  • 1/4 teaspoon cayenne pepper
  • 1/4 cup all-purpose flour
  • 3 cups whole milk
  • 2 cups half-and-half cream
  • 1 cup (4 ounces) cubed Velveeta
  • 1 block (8 ounces) sharp cheddar cheese, shredded
  • 1 block (8 ounces) Monterey Jack cheese, shredded
  • 1 teaspoon Worcestershire sauce

Directions

  • Preheat oven to 400°. In a stockpot or Dutch oven, cook pasta according to package directions for al dente; drain and return to pan. Pulse bread, 2 tablespoons butter, Parmesan, 1/2 teaspoon salt and 1/2 teaspoon pepper in a food processor until coarsely ground.
  • Meanwhile, in a large skillet over medium heat, melt remaining butter. Add onions and cook until tender, about 3 minutes. Add ground mustard and cayenne; stir until blended. Stir in flour until smooth, about 3 minutes. Slowly whisk in milk and cream; bring to a boil. Reduce heat to medium-low; simmer, stirring constantly, until thickened, about 5 minutes. Remove from heat; stir in Velveeta. Slowly add remaining cheeses a handful at a time, stirring until cheese is melted. Add Worcestershire and remaining salt and pepper. Pour over pasta; toss to coat.
  • Transfer to a greased 13x9-in. baking dish. Sprinkle bread crumbs over top of casserole. Bake until topping is golden brown and sauce is bubbly, 10-12 minutes.

Twist up the Topping: Substitute any (or all) of the following for the bread crumb topping:
2 cups coarsely crushed pork rinds
2 cups coarsely crushed potato chips
2 cups coarsely crushed Ritz crackers
Nutrition Facts
1 cup: 762 calories, 43g fat (25g saturated fat), 134mg cholesterol, 1138mg sodium, 61g carbohydrate (10g sugars, 3g fiber), 32g protein.

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