Judy’s BEST Creamy and Delicious Macaroni and Cheese Casserole

Your Family Will Thank You Once You Learn To Make This Creamy And Delicious Macaroni And Cheese!

This is my most requested recipe by family and friends!

When my children were little, I needed to come up with the perfect macaroni and cheese recipe. My mother had made macaroni and cheese casserole when I was growing up, and I liked it a lot, but I knew that her recipe was not exactly what I was looking for. If you can picture in your mind the perfect macaroni and cheese, with creamy orange-yellow cheese oozing our of the elbow macaroni noodles, and the cheese on top of the casserole is bubbly and starting to get just a little brown and crusty, then you will be picturing something close to what my ideal recipe for macaroni and cheese is like. So I set out to come up with a perfect recipe for macaroni and cheese. I developed the recipe when my kids were little, and it quickly became a favorite of my children’s and of my father’s. I loved to make this recipe, and then give some of it to my father to take home when my parents left after spending a Friday night with us. My father loved it as a nighttime snack. Even though my kids are older, I still make this regularly, and this year I am adding it to my Thanksgiving menu. Why not? Everyone loves it.

For years I made a single recipe, but then I realized that I should be doubling it. So, the following recipe is actually a double recipe. I make it in a large 9×13 rectangular or oval ceramic or pyrex dish or large square or round casserole. If you make half of the recipe, then halve each ingredient, and bake it in a rectangular or oval 8 x10 or in a round casserole dish. So, if you want, you can halve this recipe and put it in a round casserole dish.

  • 1 pounds (16 ounces) elbow macaroni
  • 4 tablespoons butter or margarine, plus more for greasing the pan
  • 4 tablespoons flour
  • 2 teaspoons Kosher or regular salt
  • 1/2 teaspoon black pepper ( I usually do less if kids are going to eat this)
  • 5 cups whole milk
  • Now 1 1/2 lbs. instead of 2 pounds of thinly, sliced at the deli, good yellow American cheese, (Land o Lakes is the best!) (just made for break fast at Jane’s 2019 and I only used 1 1/2 lbs.)  with all cheese in roux and none saved for the top, and it was PLENTY rich, so 1 1/2 lbs. it is from this point on)

Preheat the oven to 375 degrees. Butter the sides and bottom of your baking dish, and set aside.

Start the water boiling in a pot for your noodles. In another saucepan (4 or 5 quart), put your butter or margarine, and melt it over a low flame. Then add the flour, salt and pepper, and whisk it. It will look like a wet paste. Whisk it for a few minutes to cook the flour a bit. Then pour a little of the milk in. Whisk again. Repeat a few times. Eventually, just pour the rest of the milk in. You need to stand at the stove, and continue stirring or whisking the mixture every minute or two with your pan over a medium flame. When the milk mixture has started to thicken just a little, then add all of your cheese (unless you you using extra beyond 1 1/2 lbs) and if you are using more than 1 1/2 lbs, then reserve about 3 or 4 ounces (about 8 slices) that you will reserve for the top. At this point start boiling your noodles. Do not overcook the elbows, (If the instuructions say to cook the noodles for 5-8 minutes, I cook them for around 7 minutes).  As soon as the pasta is done, drain it in a colander and set aside. Keep the heat on medium-low under your sauce mixture, and just move that cheese around until it is basically melted into the milk. It should almost completely be one smooth mixture, when it is ready. Then you have a few choices. If you have enough room in the saucepan, pour your noodles in, and mix the sauce into and around the noodles. Then pour it all into your prepared dish. If you don’t have enough room in your saucepan, that’s fine. Just pour your noodles into your prepared baking dish, and pour the sauce right in with the noodles. Use a rubber spatula to smooth the sauce in and around the elbows.

At this point you can cover to shorten the baking time- cook for about 45 min, then uncover and bake to bubbly.Bake for about 1 hour or a little more until the top is starting to brown, and the edges are starting to look crusty. If you are using only 1 1/2 lbs, then you won’t be doing the next step. Then place your remaining slices of cheese on top, and wait until the cheese on top is melted or browned (it’s up to you). Your baking time will vary depending on whether you like the dish creamy and on the looser side or more firm and well done. I like it somewhere in the middle, but I do like the bottom and sides to be browned and crusty. You may take this out of the oven and serve it immediately.

Note: It’s okay to serve it immediately. You won’t have any choice in the matter because everyone will be standing around and dying to dig in! There usually are no leftovers, but if you’re lucky enough to have any, the microwave does a great job of heating them up.

Note:  You can prepare this the night before, and refrigerate it without baking it.  Then take it out of the fridge when you are ready to bake it.  It may take about 15 minutes more to cook if you are baking it straight from the fridge.

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