Total Time
Prep 10 mins
Cook 30 mins

This is my MIL recipe she has made it for years. It is delicious. The elbow macaroni measurement is for 1--16 ounce box dry. I can't respond to zmail because of a previous issue.

Ingredients Nutrition


  1. Preheat oven to 350 degrees.
  2. In a pan cook butter, salt, pepper and flour and stir until smooth.
  3. Remove from heat add milk, return to heat and bring to a boil.
  4. Boil 1 minute.
  5. Remove from heat and add cheese, stir until melted.
  6. Pour over elbows, sprinkle with breadcrumbs and bake at 350 degrees for 30 minutes.
Most Helpful

5 5

If you're looking for the classic mac and cheese recipe, this is it. It's creamy and delicious. I served it as a side to meatloaf. I used Velveeta and whole milk, and put a few small bits of butter on the breadcrumbs to brown them. But be warned, it makes a ton, more like 12 servings versus 6. Directions did not give pan size, and I used a 9 x 13 pan which was very full. This is perfect comfort food.

5 5

I made some minor changes, but the white sauce is the key to this recipe, and I left it unchanged. I used shells rather than elbows, and chose a blend of smoked fontina, white Vermont cheddar, mozzarella and parmigiano reggiano for the cheeses. Outstanding recipe!

5 5

Thanks so much for posting this JB! I followed the recipe exactly as posted, it was EXCELLENT! Just what I was looking for, nice and creamy and NOT greasy like the usual cheddar recipes. The Velveeta made a huge difference, and the white sauce too.