Take your traditional Mac and Cheese and turn it into something completely different


  • 8 ounces of pasta
  • 4 tablespoons of butter
  • ¼ C flour
  • 2 ½ C whole milk
  • 4 cups shredded cheese
  • Ground Nutmeg
  • Salt and Pepper to taste
  • 2 tablespoons of butter
  • ½ cup bread crumbs


  1. Cook pasta according to box directions (under cook slightly) and drain
  2. Meanwhile melt butter in a large saucepan over medium heat
  3. Gradually whisk in flour and continue to whisk, cook 2 minutes
  4. Slowly add milk, while whisking
  5. Simmer gently until thickened, about 8-10 minutes
  6. Add cheese
  7. Season to taste
  8. Combine pasta and cheese sauce and pour into a lightly greased 2-quart casserole pan
  9. Melt remaining butter in sauce pan over medium-low heat and add bread crumbs and stir to coat.
  10. Remove from heat and sprinkle on top of mac and cheese
  11. Bake for 35 minutes or until golden and bubbly