Aunt Ann's Macaroni & Cheese

I have tried many, many different recipes for homemade mac and cheese, none with results that I've liked. The cheese sauce never seems to be smooth enough; somehow, the texture is always off. Of course, for years and years and years I've been obsessed with my Aunt Ann's mac and cheese. Anytime it happened to appear at a gathering, I'd be ecstatic...still am! To me, the texture is perfect, the flavor spot on, and the breadcrumb topping? The perfect addition! A little sprinkling of toasted breadcrumbs to so many smoother dishes can make a world of difference--pasta (even a simple pasta without a creamy sauce and without baking like a casserole) and risotto are two of my favorite dishes to top with crumbs. You wouldn't think they'd go well together, but it's really wonderful.

Despite eating my Aunt Ann's version for so long, though, I never got the recipe until recently. I just kept looking for the next best thing! Finally, it's here :)

Aunt Ann's Macaroni & Cheese


  • 2 cups dry pasta (traditional mac has elbow noodles, but you know anything is great!)
  • 2 tbsp cornstarch
  • 1 tsp salt
  • 1/2 tsp dry mustard
  • 1/4 tsp pepper
  • 2.5 cups milk (I use soy because that's what I drink, so if you do too, use it! The flavor is very subtle)
  • 2 tbsp butter
  • 1/2 lb sharp cheddar, grated (I use Vermont white, my brother's idea, because it's OH SO GOOD)
  • buttered breadcrumbs (lightly sauté 3/4 cup breadcrumbs in 1 tbsp butter; don't burn it!)

Preheat oven to 375 degrees.

You should start cooking your pasta before you start the cheese sauce, which doesn't take very long at all. If your pasta is done before the sauce, just coat it with a little bit of oil or butter to keep the noodles from sticking to each other. Also, please, for your own sake, do not overcook the noodles--this particular dish, having cooked even longer in the oven, will be especially sad with soft noodles that fall apart. I like al dente, but I know a lot of people don't. Just be careful!

For the sauce, mix the dry ingredients in a medium saucepan; stir in the milk before turning on the heat. You need to dissolve the cornstarch in the milk before it's warm, otherwise the cornstarch will clump and never dissolve...and it does not taste good, believe me. Once the cornstarch is dissolved, add the butter and turn on the heat--you can start medium-high to get it going, but stir constantly and, once the mixture starts to boil, turn it down to medium (milk burns pretty easily). Boil over medium heat, stirring constantly, for one minute.

Remove from the heat and stir in the cheese. Once fully melted, stir in the cooked noodles. Pour into a buttered casserole dish (or mix it all together in the buttered dish, like my aunt!), sprinkle the buttered breadcrumbs over the top, and bake, uncovered, for 25 minutes. Your pasta is done when the sauce is bubbling; if 25 minutes have gone by and there are no bubbles, keep baking.

*A note: Obviously, if you don't want the breadcrumbs, you can simply omit that step, though I swear it's delish! Also, you can try this recipe with virtually any cheese you can come up with. My mom, for a long time, wanted to try it with pepper jack, recently did, and she said it was delicious! When I've found myself without enough cheddar, I'll use whatever I can find in the fridge--I made a Vermont white cheddar and Fontina mac and cheese once and it was superb. I highly recommend experimenting with your own favorite cheeses, whether it's a traditional cheddar, Italian cheese, or a fancy Swiss (just think how amazing Gruyère might be!).


  1. Sooooo making this this weekend....thanks!


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