Comfort food at it’s finest.  Updated from the old standard by adding red bell pepper for color and flavor and some extra-sharp pinconning for bite.  Mmmmmmm!

Serves 4 as an entree, 6 as a side


  • 6 cups water
  • 1 1/2 tablespoons salt
  • 2 cups elbow macaroni
  • 2 cups sharp cheddar cheese, grated
  • 3/4-1 cup sharp pinconning cheese, grated
  • 1/2 cup parmesan, grated
  • 4 tablespoons butter, divided
  • 1/2 medium onion, chopped
  • 1/2 red bell pepper chopped
  • 2 tablespoons flour (I use Wondra)
  • 1 cup half and half cream
  • 1 cup water
  • 1-2 teaspoons dry mustard
  • 1 teaspoon paprika
  • Sea salt and freshly ground black pepper, to taste
  • 1/2 cup panko style breadcrumbs


  1. Generously butter a 1 1/2 quart deep casserole dish
  2. Bring water and salt to a boil; cook macaroni in boiling water for 5 minutes (should be slightly firm)
  3. While macaroni is cooking, mix grated cheeses together in a bowl and have ready
  4. Melt 2 tablespoons of the butter in a large saucepan over medium heat; sauté onion and red bell pepper in butter till onion starts to soften (about 6 minutes)
  5. Sprinkle flour over onion mixture and whisk gently; cook and whisk for 3-4 minutes (flour should start to brown)
  6. Mix water with half and half and gradually whisk into flour mixture
  7. Add dry mustard, paprika and salt and pepper to taste (better to go a little saltier); reduce heat and simmer gently, stirring often, for 15 minutes
  8. Remove from heat and add in 2/3 of the cheese mixture, stirring until melted
  9. Add macaroni to cheese mixture in pan
  10. Pour half the macaroni mixture into the prepared casserole; layer with half the remaining cheese mixture, then the remaining macaroni, then the remaining cheese
  11. Melt remaining butter and stir in panko crumbs until well mixed; sprinkle crumbs evenly over the top of the casserole
  12. Bake uncovered for 30-35 minutes or until crumbs are browned
  13. Remove from oven and let stand for 5 minutes before serving

KT’s Comments: 

  • Richer and moister than the cast iron skillet version
  • Could potentially put in a flatter casserole and use 3/4 cup of crumbs for more crunchy goodness, but you’d have to be careful not to over bake or it will dry out
  • Be sure to taste the cheese sauce and make sure there is enough salt and pepper (I don’t usually cook with a lot of salt, but this really needs the right amount of salt to taste good)
  • I cooked the macaroni in my largest saucepan and then dumped it into a colander and then used the same pan to make the cheese sauce
  • you don’t have to sauté the onion and bell pepper in the butter, you can add it when you add the half and half, but i like it better sautéed
  • I got some ham chunks for Dave so he wouldn’t feel deprived; I just sautéed them in butter and let him add them to his portion
making mom's mac & cheese

Look at all that cheesy goodness!