An American staple. Semi-fake cheese powder mixed into starchy bleached noodles. We can do better than that, can’t we?

So I turned to Martha. She knows. And her macaroni and cheese recipe is sorta famous. Yep, let’s do this. I stayed pretty true to her recipe, even though I knew it would be a little richer than I’d normally prefer. Her version is quite delicious, and I figured that was the base. Then I could add veggies, turkey bacon, whatever I wanted when reheating leftovers. (And this makes 16 servings, friends, so we have had lots of yummy leftovers!!)

Martha’s Mac and Cheese
Lightly adapted from Martha. This is creamy, dreamy and relatively simple to make. When you eat it, have it plain or add extras like broccoli, turkey bacon, asparagus, edamame, veggie sausage, etc…..
You can easily divide this recipe in half; use a 1 1/2-quart casserole dish if you do.

Serves 16 (about 1 cup each)

6 slices wheat bread OR a hearty bread of your choice, crusts removed, torn into 1/4- to 1/2-inch pieces
8 tablespoons (1 stick) unsalted butter, plus more for dish
5 1/2 cups skim milk
1/2 cup all-purpose flour
2 teaspoons kosher salt
1/4 teaspoon freshly grated nutmeg
1/4 teaspoon freshly ground black pepper
1/4 teaspoon cayenne pepper OR chili powder
4 cups (about 16 ounces) grated sharp cheddar
2 cups (about 8 ounces) grated Gruyere or 1 1/4 cups (about 5 ounces) grated pecorino Romano
1 pound elbow macaroni (I used wheat macaroni; you can easily add 4 more ounces of pasta because there is so much sauce!)

1. Heat the oven to 375 degrees. Butter a 3-quart casserole dish (or 2 smaller casserole dishes); set aside. Place bread pieces in a medium bowl. In a small saucepan over medium heat, melt 2 tablespoons butter. Pour butter into the bowl with bread, and toss. Set the breadcrumbs aside.

2. In a medium saucepan set over medium heat, heat milk. Melt remaining 6 tablespoons butter in a high-sided skillet or wok over medium heat. When butter bubbles, add flour. Cook, stirring, 1 minute.

3. Slowly pour hot milk into flour-butter mixture while whisking. Continue cooking, whisking constantly, until the mixture bubbles and becomes thick.

4. Remove the pan from the heat. Stir in salt, nutmeg, black pepper, cayenne pepper, 3 cups cheddar, and 1 1/2 cups Gruyere or 1 cup pecorino Romano. Set cheese sauce aside.

5. Fill a large saucepan with water. Bring to a boil. Add macaroni; cook 2 to 3 fewer minutes than manufacturer’s directions, until outside of pasta is cooked and inside is underdone. Transfer the macaroni to a colander, rinse under cold running water, and drain well. Stir macaroni into the reserved cheese sauce.

6. Pour the mixture into the prepared casserole dish. Sprinkle remaining 1 1/2 cups cheddar and 1/2 cup Gruyere or 1/4 cup pecorino Romano; scatter breadcrumbs over the top. Bake until browned on top, about 30 minutes. Transfer dish to a wire rack to cool for 5 minutes; serve.

Ok, not the best photo, but you get the idea!

***What I changed from Martha’s:

• wheat bread instead of white
• wheat pasta instead of white
• skim milk instead of whole milk
• reduced amount of cheeses
• Next time, I’ll make it with 20-24 ounces of pasta and an extra 1/2 cup of skim milk, which would thin out the sauce a little and make a few extra servings for freezing.

Make this for your next dinner party, kids’ event, fundraiser, potluck, or just for a week of yummy meals at home!!

Happy eating!
Laurel