Mac & Cheese:

  • Macaroni Elbows
  • Milk
  • 1 Stick of Butter
  • Flour
  • 32oz Shredded Cheddar Cheese (Mild, Medium, Sharp)
  • 1 each Red, Yellow, Green Bell Peppers
  • Onion
  • Green Onions
  • Oil for the baking dish


Preheat oven to 375 degrees.


Boil macaroni elbows in heavily salted water with 2tbsp oil to prevent noodles from clumping.


Once the pasta is al-dente, drain and set aside. You don’t want to overcook your pasta as it will be baked in the oven as well. We want mac n cheese, not pudding.


While noodles are boiling, create your cheese sauce:


Dice ¼ each of a red, yellow and green bell pepper.


In a large sauce pan, with high sides, melt ¼ a stick of butter and saute the diced peppers over medium heat. Sprinkle with a teaspoon of salt and stir until fragrant and slightly softened. Remove from pan and set aside.


In the same pan, melt the remainder of the stick of unsalted butter over medium heat.


Add ¼ cup flour to the melted butter and whisk to create a rou.


Stream in 3 cups of milk while whisking quickly to prevent clumping.


Increase heat to medium high to warm milk, stirring regularly to avoid scorching.


Add 1 cup mild and 2 cups sharp shredded cheddar cheese. 


Stir slowly as the cheese melts. 


Once all of the cheese has melted, add your sautéed peppers and stir to combine.


Transfer the cheese sauce to a large pot.


Add your elbow noodles 1 cup at a time, stirring to combine.


The amount of cheese sauce we’ve made should work perfectly for 2 boxes of noodles, but adding 1 cup of noodles at a time to the sauce will ensure you have enough sauce to coat the noodles. 


The cheese sauce and noodle combination should be slightly soupy, not dry or like the noodles are barely dressed in sauce.


Grease and lightly flour 2 9×11 glass baking dishes and transfer the mixture to them.


Fill each dish ¾ of the way, leaving space for bubbling while baking and an additional layer of shredded cheese during the last 10 minutes of baking.


Cover with foil and bake at 375 degrees on the middle rack of the oven for 40 minutes until the cheese mixture has bubbled and thickened.


Remove foil, add 1 cup shredded cheddar cheese and bake uncovered another 5-10 minutes until cheese has melted.


Set aside and allow to set 10 min, slice and serve.