HomeMain Dish Pastas Noreen’s Old School Baked Macaroni and Cheese

Noreen’s Old School Baked Macaroni and Cheese

Posted in : Pastas, Side Dish on by : Noreen Tags: , , ,

Serves: 6


½ pound elbow macaroni (about 2 cups, uncooked)

4 slices of white bread, cut into small cubes

4 Tablespoons butter, divided

1 small sweet onion, minced

1 Tablespoon all purpose flour

1 teaspoon Dijon mustard

½ teaspoon salt

2 cups whole milk

2 cups your favorite yellow cheese blend, such as cheddar and colby cheeses, divided


In a large saucepan, bring 4-6 quarts of water to a boil. Cook the macaroni as directed on the box, until al dente. (Typically 6-7 minutes – do not overcook or it turns mushy while in the oven later.)

Meanwhile, preheat oven to 400°.

Lightly grease the bottom and sides of a 2 quart casserole dish. Set aside.

In a double boiler, put the butter and onion in the pot and stir gently until the butter is melted and the onions have turned clear. Stir in the flour, mustard and salt. Slowly stir in the milk and cook until smooth and hot, stirring often.

Stir 1 ¾ cup of the shredded cheese into the sauce and stir until the cheese has melted. 

When macaroni is tender, drain into colander and turn in to the casserole. Pour cheese sauce over macaroni, tossing lightly with fork so all the macaroni gets nicely coated. Top with the rest of the cheese.

Toss bread crumbs in the 4 teaspoons melted butter. Sprinkle over cheese.

Bake, uncovered, 20 minutes. Makes 4 servings as main dish or 6 servings when served instead of potatoes. Nice with crisp bacon.


If you don’t have a double boiler, you can use a 2 quart non-stick saucepan, but you must stir it constantly over low heat so the sauce does not burn on the bottom. If it burns, throw it out and start over – you can’t save a burnt bechamel.

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