Weeknight Cooking

How to Make Macaroni and Cheese Without a Recipe

March  1, 2015

Here at Food52, we love recipes -- but do we always use them? Of course not. Because once you realize you don't always need a recipe, you'll make your favorite dishes a lot more often.

Today: Macaroni and cheese expert Catherine Lamb is showing you how to make this American classic -- and a top contender for the ultimate comfort food -- with whatever kitchen staples you've got. 

How to Make Macaroni and Cheese Without a Recipes

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Ah, macaroni and cheese. How do we love thee? Let us count the ways: We love you from a box, preferably in SpongeBob or superhero shapes. We love Grandma's homemade version that she plunked down on the Thanksgiving table, right next to the green bean casserole. And don't tell me I'm the only one with a weak spot for the Velveeta version where you squeeze neon-orange goo out of a silver packet onto your shells, best consumed while watching The Magic Schoolbus. Haters may hate -- that stuff was (and, by all accounts, still is) delicious.

Let me back up: For as long as I can remember, macaroni and cheese was my birthday dinner. My mother made Martha Stewart's version, and I would always sneak some of the butter-drenched croutons before we all sat down to dig in. Over the years, I adapted it to whatever whims and ingredients I had on hand. Blue cheese and bacon? Sure. Greens and peas? That seems healthy. A topping of crumbled Cheetos? Yes, I did -- and yes, it was just as good as you imagine.

More: Another case of Cheetos sneaking up where you least expect them: in your new favorite tailgate snack.

I became known for my mac and cheese. If there was milk and pasta and butter and cheese lying around (and when isn't there?), you better believe I would mac and cheese-ify it. The ability to transform such refrigerator and pantry staples into a knock-your-socks-off dish of cheesy baked pasta is nothing to sniff at. In fact, it's a pretty valuable skill -- and one I'm going to teach you today.

How to Make Macaroni and Cheese Without a Recipe

So, without further waxing poetic on how macaroni and cheese is the perfect meal, here's how to make it:

1. First, make a béchamel sauce. For a whole box of pasta, I recommend melting 1/2 cup of butter (1 stick), and whisking in an equal amount of flour to make a roux. Then start whisking in your dairy -- I used whole milk, but you could also substitute some of it for heavy cream for a richer sauce. For however much butter you used, add in eight times as much milk or cream. So if you used 1/2 cup of butter, you'll need four cups of milk or cream. Whisk in your liquid gradually, then stand over the pot, stirring, until it's thick enough to coat the back of a spoon, about 8 to 10 minutes.

More: Another not recipe featuring béchamel? Mac and cheese's baked pasta cousin, lasagna. 

Once your béchamel is thick, add in some seasonings: Salt and pepper are classics, but I also like to add in a dollop of mustard for pucker, about a teaspoon of paprika for smokiness, a shake of cayenne pepper for spice, and a few grates of nutmeg for a little je ne sais quoi. If you like spice, you could up the heat with more cayenne or a dash of hot sauce. At this point, go ahead and preheat your oven to 375° F.

How to Make Macaroni and Cheese Without a Recipes


2. Next, it's time to add your grated cheese. I went with two parts Gruyère to one part sharp Cheddar, but you should march to the beat of your own drummer. Want something akin to the boxed dinners of your youth? Go with 100% Cheddar. Want something a bit funkier? Add some diced creamy blue cheese or smoked Gouda, or even a little crumbled goat cheese. I recommend steering clear of any non-melty cheese like feta or Parmesan -- try sprinkling those over the top of your chef d'oeuvre instead for a crunchy, golden lid. 

In terms of quantity, only you can tell when to say when. I went with about 3 cups of cheese for a béchamel made with one stick of butter. The more cheese you add, the denser and gooier your mac and cheese will be. If you add less cheese, the end result will be creamier and looser. Stir the cheese into the hot béchamel until the consistency is relatively smooth and most of the cheese is melted. Don't forget to reserve a half cup or so of your cheese to sprinkle over the top!

How to Make Macaroni and Cheese Without a Recipes How to Make Macaroni and Cheese Without a Recipes


3. Now it's time for the add-ins. Think of this step like taking a trip to your favorite frozen yogurt shop or pick-n-mix candy store, only instead of mochi or gummi bears you can add in chopped, hearty greens, cooked meats, roasted vegetables, or shredded crab or lobster meat. I went with chopped spinach, kale, and bacon, because the greens add a level of heft and "health" to the macaroni, and everyone loves bacon. If you don't partake in meat, try adding some depth with sautéed mushrooms or caramelized onions. If you're a vegan, you should probably not be making macaroni and cheese. 

More: Don't sweat it, vegans; you can still have your creamy pasta.

How to Make Macaroni and Cheese Without a Recipes How to Make Macaroni and Cheese Without a RecipesHow to Make Macaroni and Cheese Without a Recipes How to Make Macaroni and Cheese Without a Recipes


4. While all this is going on, cook your noodles in generously salted water for 2 minutes or so less than the box's recommendation for al dente. Your pasta will continue cooking in the cheesy, rich sauce and will absorb all the goodness in the oven. When it comes to selecting pasta, choose something with plenty of ridges and nooks and crannies, so it can hug all your sauce and mix-ins. I like cavatelli, since it's like macaroni -- but more.

Fold your cooked pasta into the béchamel mixture. I recommend starting with only 3/4 of the pasta you cooked; less pasta = more sauce = goopier macaroni and cheese. More pasta = less sauce = more block-like wedges of mac that you can cut out of the pan and sauté in butter. But that would over the top, don't you think?

How to Make Macaroni and Cheese Without a Recipes


5. Pour the macaroni mixture into a buttered pan. If you live for crispy, caramelized noodles, you could even spread the whole thing out on a sheet pan. Sprinkle your reserved cheese over the top. I like to cover my macaroni and cheese with some chopped, toasted bread for crunch -- you could go with anything from large cubes of bread to blitzed, sandy crumbs. I recommend toasting the bread in a bit of butter or oil before sprinkling it atop your macaroni, because we're already going that direction.

How to Make Macaroni and Cheese Without a RecipesHow to Make Macaroni and Cheese Without a Recipes  How to Make Macaroni and Cheese Without a Recipes


6. Bake your macaroni and cheese for about 30 minutes, or until the top is golden and bubbling with cheesy excitement. Invite over your closest friends, the ones you really, truly love. Or, do as I do, and attack the thing with a fork until sated, wrapping up the remainer in individual portions and freezing until the need for comfort hits.

How to Make Macaroni and Cheese Without a Recipe

What's your favorite way to make mac and cheese? Or are you a die-hard fan of the boxed stuff for life?

Photos by Mark Weinberg

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A New Way to Dinner, co-authored by Food52's founders Amanda Hesser and Merrill Stubbs, is an indispensable playbook for stress-free meal-planning (hint: cook foundational dishes on the weekend and mix and match ‘em through the week).

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Jordan K. August 4, 2015
I just made a version of this with fresh lumache pasta from Eataly, 8 oz of fontina, 8 oz of sharp cheddar, and broccoli. It came out great, definitely a crowd pleaser. I'm going to use this as a starting point to try lots of different combinations in the future. Also, it's worth noting that I used 1% milk, and the bechamel still thickened well and tasted rich.
Laura S. June 23, 2015
I Replaced a portion of the milk while making the bechamel with Beer: Beer mac and cheese. It was glorious.
Susan M. June 2, 2015
not to be too nitpicky but that is Cavatappi in the pictures not Cavatelli..Cavatelli is a much different shape and would also be tasty but I'm with you and use cavatappi for my Mac&Cheese
Juggalo49er June 1, 2015
That's not macaroni & cheese, that's a pasta salad with cheese!
Dennis P. May 15, 2015
Crumbled saltine crackers with a drizzle of melted butter for the top - yummeh
AntoniaJames May 15, 2015
Saltines, yes. Plus butter. Seriously yes. ;o)
Sarah H. January 11, 2015
A household favorite in recent years has been gnoccharoni and cheese whereby gnocchi is subbed in for macaroni. The billowy, potato pasta results in a richer, gooier dish that only gets better as the week goes on. I make my sauce with sautéed onions, whole grain mustard, butter and plain yogurt (for zing), and have found that a combination of gruyere and fontina (with a little bit of parmesan mixed through and sprinkled on top) are key to not keeping any of your health-related new year's resolution impossible. Bread crumbs can also be levelled up by blitzing some toasted or stale sourdough in the food processor with olive oil and parsley.
Kerri January 1, 2015
Sue-the heat may have been too high when you added the cheese, making it separate and curdle a bit? Try adding the cheese to the sauce when it's off the heat.
Sue December 31, 2014
The last time I tried to make a cheese sauce like this, it got grainy and nasty. Any suggestions?
Daniel T. May 12, 2015
Also make sure your roux is fully blended. Unprocessed flour bits can also be a culprit once the milk is in there.
AntoniaJames December 16, 2014
So helpful! What kind of goat cheese do you recommend for Mac 'n' Cheese? I'll also be using Pecorino and perhaps a soft sheep's milk cheese. Thank you. ;o)
Sue Q. November 1, 2014
What quantity is a "box" of pasta? I know this is a chilled out recipe technique but this type of quantification is meaningless.
Dharma November 1, 2014
A box of pasta is generally a pound. Sometimes manufacturers get cheap & give you 12 or 13 ounces, but a "standard" box is 16 ounces. If you used 13 ounces or 19 ounces it wouldn't really matter because you adjust to taste & texture as you go, but 16 oz. is a starting point.
Dharma October 21, 2014
I'd like to edit my comment from "genius" to "Evil Genius". I ate almost HALF of the dish. Alone. In one sitting. Enough calories & fat for a week, I'm sure! Sooo good & sooo easy! This is my go-to non-recipe forever! :)
Author Comment
Catherine L. October 25, 2014
yes yes YES! So happy to hear it :) And don't worry about those calories and fat -- the kale cancels it out!
Author Comment
Catherine L. October 25, 2014
yes yes YES! So happy to hear it :) And don't worry about those calories and fat -- the kale cancels it out!
Dharma October 20, 2014
Genius. Making this tonight & throwing in the kale I need to use up to trick myself into thinking it's healthy. :)
@tamater sammich, generally a "whole box" is a pound of pasta, though many companies are getting skimpy lately.
@Dave Henning, if you're adding canned "cheese" to ANYTHING, EVER, you're not doing it right! :P
Rebecca C. October 20, 2014
I've tried a lot of mac & cheese recipes, and this 'not-recipe' definitely yielded my best mac & cheese. I will never follow another recipe for mac & cheese.

I do have one question. If i want to make this for a pot-luck, would it still be as good if i prepped everything and stored it in the fridge overnight before baking? or is that just a no-go?
tamater S. October 18, 2014
Please, how many cups dry or by weight, is your "whole box of pasta"?
Jess G. October 18, 2014
You rule.
Jenn2323 October 3, 2014
This column is making me a better cook. This non-recipe inspired my best mac n' cheese recipe yet!!! Thank you!
Dave H. October 1, 2014
If you need to add Ketchup to ANYTHING, you're not doing it right. Want a simple mac and cheese? One can of cheddar sauce (it's usually labelled as "nacho" sauce), a cup of half-and-half, simmer to desired thickness. Cook up whatever pasta you like, mix and serve. I like to add broccoli florets, as well as real bacon bits.
Darlene L. October 1, 2014
Homemade stovetop, too hungry to bake.
Always loved my Mom's baked mac & cheese. Cheddar and ham.
Tilly October 1, 2014
Perfect...Just one thing, serve with heinz tomato ketchup. Mandatory.
Sue December 31, 2014
Tilly May 15, 2015
I know...it's never going to be a popular suggestion on a foodie site, but I'm telling you, it's a well deserved guilty pleasure, perhaps I'd even go as far to say 'a game changer'.
Kerri October 1, 2014
I have never wanted to make homemade mac & cheese until now....