Ode to Macaroni and Cheese

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In the last elimination challenge before the finals in the first season of Top Chef, a panel of judges including some of the most accomplished and discerning chefs in the country chose Dave’s truffle & cognac cream macaroni & cheese, filet of beef, and collard greens & radicchio as the winning dish. The filet and greens were criticized for being “afterthoughts” to the macaroni & cheese, which itself was the favorite dish of all the judges. Why did macaroni and cheese capture the imagination of experienced chefs and critics of high-end cuisine?

Take a look at my go-to recipe for macaroni & cheese below. If you look at steps 1-4, you will see that we are making a béchamel. This is one of the five mother sauces of French cuisine. It is basically a roux (butter and flour) and milk. It is the base for dozens of different sauces.

Next, we add cheese. The cheese melts into the sauce and is kept from coagulating by the starch granules that have swelled throughout the béchamel.

The sauce is combined with pasta in a casserole, topped with breadcrumbs, and baked.

This recipe calls for mustard powder, salt, cayenne (just a pinch!), pepper, and Worcestershire sauce. You can’t taste the bleu cheese; it just provides a bit of depth to the sauce. This makes a familiar dish with interesting flavors. It’s comfort food at this point, especially for a Catholic boy on Friday during Lent.

The whole process allows for variations throughout that can create anything from bold, simple flavors to an elegant subtle layering of flavors. When making the béchamel, one can sauté or sweat aromatics (shallots, garlic, onions, carrots, or leeks) in the butter before adding the flour for the roux. (I would add onions every time, but too many people I cook for don’t like them.) The aromatics can be left in for texture or strained out before adding the cheese. One can deglaze with white wine and reduce the liquid out before adding the milk. Herbs (or truffles) can be steeped in the sauce and removed or chopped and added just before the end. Wine (or cognac or sherry) can be added to the milk. And, of course, bacon, prosciutto, or other seasoning meats can work well. All told, anything that can be done to vary a sauce can be done here as well. All of the talents of a skilled sauce maker can be brought to bear.

Next we have the cheeses. Any good melting cheese will work, and some semi-melting cheese can be added in small amounts. The flavors added to the sauce will highlight different aspects of the cheese, and vice-versa. The cheese will determine much of the richness and mouth feel of the final dish.

Macaroni and cheese works great with a sauce, but it can also be made with a custard. A custard can be thought of as a sauce thickened with eggs. So all the sauce variations described above can be applied to custards, although this will be more challenging to some cooks. Custards will have a creamier mouth feel, an excellent counterpoint to al dente pasta.

Next, the pasta. Shape—macaroni, twists, rigatoni—and content—semolina, whole wheat, or more exotic grains like quinoa, with or without spinach, peppers, tomatoes or other additions—will determine much of the texture of the overall dish. Vegetables—mushrooms, onions, eggplant, zucchini—and meat—sausage, ham, lobster, crab—can add flavor and texture. The casserole dish can be greased with truffle oil, oil that’s had garlic seeped in it, or even hot pepper oil.

Finally, the topping adds some crunch. Bread crumbs are the obvious choice, but broiled cheese, or crushed nuts all work. Sometimes I’ll add a bit of garlic powder or parmesan cheese to the bread crumb mixture. When done correctly, macaroni & cheese combines a creamy sauce or custard with chewy pasta and bit of nice crunch.

In short, macaroni & cheese can be a comfort food or a platform for highlighting dozens of savory ingredients. Although basic recipes are within the reach of any cook, advanced cooks can use it as a worthy showcase of their talents.

It is truly a wonderful dish, well-deserving of respect. And frequent making.


  • 2 Tbsp butter
  • 1/4 cup flour (use Wondra if you worry about lumps)
  • 1 tsp salt
  • 1/2 tsp dry mustard powder (I use Colman’s)
  • 1/2 tsp white or black pepper, finely ground
  • 1/8 tsp cayenne pepper
  • 1 tsp Worcestershire sauce
  • 2.5 cups whole milk (allow to warm to room temperature, or heat in microwave until warm)
  • 10 ounces shredded cheddar cheese, room temperature (mild, sharp, or medium based on preference, avoid pre-shredded if possible)
  • 1 ounce bleu cheese, crumbled finely, room temperature
  • 8 ounces uncooked macaroni elbows (I use whole wheat noodles from Bionaturae)
  • 2 Tbsp butter
  • 1 cup bread crumbs


  1. Prepare the macaroni as directed. Prepare the sauce while the water is boiling and the macaroni cooking. Be sure to salt the water!
  2. Melt 2 Tbsp butter in a saucepan over medium heat.
  3. When the butter has stopped foaming, but before it browns, add the flour, salt, mustard powder, pepper, and cayenne. Stir constantly until smooth.
  4. Remove from heat and slowly add milk, stirring constantly, until smooth. If lumps persist, use an immersion blender or stir a wire-mesh strainer through the sauce, then used a spoon to rub out the lumps that accumulate in the strainer, forcing them through the mesh.
  5. Cook over medium heat, stirring constantly, until thickened. To test, coat the back of a spoon with the sauce. Draw a line through it with your finger. If the line stays when you hold the spoon vertically, the sauce is thickened.
  6. Remove from heat and add cheddar cheese one small handful at a time, stirring each time until entirely melted.
  7. Add bleu cheese and stir until entirely melted.
  8. Combine cheese mixture with cooked macaroni, working with spoon until sauce has entered most of the holes in the macaroni, but taking care not to break up the noodles.
  9. Place in greased 2 qt casserole dish.
  10. Melt 2 Tbsp butter until it stops foaming and toss with bread crumbs.
  11. Place bread crumb mixture on top of macaroni mixture.
  12. Bake in 350-degree oven for 30 minutes or until bread crumbs are golden brown.

Adapted from a post I made years ago at another site.

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