Martha’s Mac & Cheese

First of all, thank you all SO much for the anniversary well-wishes.  We both really appreciate your kind words. Smile  I’ll be posting about our anniversary weekend later this week, so stay tuned!

But for now, let’s talk Mac & Cheese.

Before we got married, Brandon basically lived off of three things:

1. Frozen Pizza,

2. Life Cereal,

3. and Kraft Mac & Cheese.

Now, I’ve never been a fan of the stuff in the blue box.  There’s something about the smell that just turns me off. 

But a “fancy” macaroni and cheese from a nice restaurant?  Now, that’s a dish right up my alley.

So recently I tried to make my own “fancy” mac & cheese, courtesy of a recipe from the great Martha Stewart.


Say what you want about Martha, but she knows her way around a kitchen!

Now I will warn you that I left out a couple of ingredients from her original recipe, just because I didn’t have them in the house that day.  But I have a feeling that those ingredients would have added even more flavor to the dish, so I’m going to share both my version of the recipe and the original!

Macaroni and Cheese

Slightly modified from Martha Stewart’s “Great Food Fast.”

Serves 6-8


  • 1 lb elbow pasta
  • 4 tbsp salted butter
  • 1/4 cup all-purpose flour
  • 4 cups milk (I used 1%)
  • 1.25 cups (5oz) shredded mild Cheddar cheese (you could probably substitute sharp for more flavor)
  • 1.25 cups (5 oz) shredded Provolone cheese (original recipe called for white Cheddar)
  • 1 tsp, plus 1/4 tsp salt
  • 1/2 tsp pepper
  • 6 oz ham, diced into 1/2 inch pieces (original recipe called for 8 oz, but I wasn’t sure Brandon’s thoughts on the ham yet!)
  • 2 slices whole-wheat sandwich bread (original recipe called for white)

Note: I left out the 1/8 tsp cayenne pepper and the 1 small, chopped onion.


  1. Shred your cheese, cut up your ham, and chop your onion (if you use onion) before you do anything else.
  2. Preheat oven to 375 degrees.
  3. Cook elbow pasta in boiling, salted water.  Cook for the amount of time the box suggests.  When finished cooking, drain the pasta and set aside.
  4. Meanwhile, in a 4 or 5 quart pot, melt the butter over medium heat.  If you are using onion, add your onion and cook until softened (3-5 minutes).
  5. Whisk flour into the butter (and onion) until there aren’t any lumps.  Keep whisking for several minutes until the mixture thickens up a little and is bubbly (note: Mine didn’t get very thick at this point … probably because I used 1% milk.  But I cooked it for about 8 minutes and it was starting to thicken and bubble slightly.).
  6. Stir in the 1 tsp of salt and 1/2 tsp of pepper, cayenne (if using), and 1 cup each of Cheddar and Provolone cheese.  Stir everything to combine.
  7. Add the pasta to the pot and stir to coat.
  8. Fold in the ham.
  9. Transfer to a 9×13 baking dish.
  10. Break your bread into pieces and put in either a food processor or blender.  Pulse to form large crumbs.
  11. Toss the breadcrumbs in a bowl with the remaining 1/4 cup each of Cheddar and Provolone cheese. Add 1/2 tsp salt and toss to combine.  Add the mixture to the top of your pasta.
  12. Bake until the top is golden brown, about 30 minutes.





And yes, I used that ridiculously small cheese grater to grate all the cheese.  Why, you ask?  No, not because I enjoy giving myself carpal tunnel.  I couldn’t find our larger grater, and I was in a hurry.  Turns out, it was on a high shelf that this 5 foot 3 inch person could not reach.  Figures.


But the end result made all of the work well worth it!

This dish was creamy, flavorful, and comforting.  And the crunchy breadcrumb topping was the perfect final touch.

I think Brandon may never look at a Kraft blue box again!

Well, at least not until the next time I tell him to fend for himself in the kitchen. Winking smile


Question …

Do you cook mac & cheese?  If so, what kind of cheese do you like to use?

Do you like the Kraft blue box version?

What did you do this weekend??

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Posted on by notsodomesticated Posted in Food, Recipes

22 Responses to Martha’s Mac & Cheese

  1. Lindsay @ In Sweetness and In Health

    Oh wow that looks awesome! I always love having bread crumbs on top of mac and cheese. That little crunch is just so tasty :D . And I’m so glad to hear that you guys had a great anniversary!! And OMG I get to see you in a few days!!! So pumped!
    Lindsay @ In Sweetness and In Health recently posted..A Q-Tip Can Be a ToyMy Profile

    • notsodomesticated

      Yay I can’t wait!!

  2. Brittany @ Itty Bits of Balance

    HAHA Aw! I’m sorry that you had to use the baby grater for all of that cheese! Kind of reminds me of the time I peeled potatoes for potato hash with a broken veggie peeler
    Brittany @ Itty Bits of Balance recently posted..Little Lion ManMy Profile

    • notsodomesticated

      Hahaha sounds like we’re two peas in a pod! ;)

  3. Gretchen

    That looks amazing! I’ll have to try it! :) I love Mac and Cheese. We have a restaurant called Harvey’s in our area, and the Mac and Cheese (with bacon!) is pretty much all I order. :)
    Gretchen recently posted..It’s December already? Say what?My Profile

    • notsodomesticated

      Well, anything with bacon is guaranteed to be delicious!!! ;)

  4. Kat

    My hubby currently can cook 2 things, Top Ramen and Mac N Cheese. WHen he cooks mac n cheese, he eats the ENTIRE box. Ive tried making him homemade mac n cheese cause we both know that would be WAY healthier, but even I dont like how it turns out!
    Kat recently posted..Reimbursement for Obesity Counseling: It’s a startMy Profile

    • notsodomesticated

      I think it’s tough to make mac and cheese “healthified.” Using low fat cheese and milk just really doesn’t give the same results. Maybe using a regular recipe and just reducing the cheese??

  5. Tiff

    I know it sounds a little crazy, but I have to admit that I prefer blue box. I have had mac n’ cheese out at various restaurants, and I finally quit ordering it. It just doesn’t measure up to me. haha
    Tiff recently posted..Most Relaxing Weekend EverMy Profile

    • notsodomesticated

      Hahaha I would think it was crazy, if I didn’t live with a man who felt the same way! ;) Too funny!

  6. Sam

    mmmmmm, this sounds like the best comfort food ever! i love a good mac n cheese, but i have to admit, i’ll also eat the stuff from the box any day of the week. cheap cheesey goodness!
    Sam recently posted..sundried tomato and goat cheese pizzaMy Profile

  7. Cinnamon @ eatpraytri

    DANG that looks good! I have made “fancy” mac and cheese only once before, but it did NOT come out anywhere near as good as this. I like the addition of the ham…gonna have to try that!
    Cinnamon @ eatpraytri recently posted..The DecendantsMy Profile

    • notsodomesticated

      The ham adds a nice saltiness, plus I think the protein makes the dish more filling!

  8. Ashley @ My Food 'N' Fitness Diaries

    this makes me laugh because my husband was the same exact way before we got married. all he’d ever eat is some piece of meat he could grill, pizza, or Kraft Mac ‘N’ Cheese. he still requests that i buy the mac ‘n’ cheese for him and has it on occasion for lunch on the weekends. i don’t understand it either – it’s not that great. i’d MUCH rather have a homemade version! this recipe looks great! can’t wait to try it out!
    Ashley @ My Food ‘N’ Fitness Diaries recently posted..Christmas TraditionsMy Profile

  9. Foodie (Fab and Delicious Food)

    That looks really good! Never made mac and cheese from scratch before – I just make the Annie’s mac and cheese that comes in a box with the pasta and cheese sauce! I like mac and cheese, but only once in a while, since it’s so rich!
    Foodie (Fab and Delicious Food) recently posted..Nasoya Giveaway Reminder! Plus Peanut Butter Cookies Recipe ReviewMy Profile

  10. Foodie (Fab and Delicious Food)

    I have a Nasoya Giveaway on my blog, if you or any of your readers are interested.

    Foodie (Fab and Delicious Food) recently posted..Nasoya Giveaway Reminder! Plus Peanut Butter Cookies Recipe ReviewMy Profile

  11. Amy@ahealthyandhappyheart

    I love homemade mac and cheese! This looks so good! Can’t wait to hear about your anniversary! :)
    Amy@ahealthyandhappyheart recently posted..Peddlers VillageMy Profile

  12. Julie @ Sugarfoot Eats

    My fave is Patti LaBelle’s mac & cheese. But heck yeah….still love the blue box too!
    Julie @ Sugarfoot Eats recently posted..Peanut Butter Stuffed Chocolate CookiesMy Profile

    • notsodomesticated

      Oooh I may have to look for that one!

  13. esmemerrie

    lol I don’t like talking about Martha much, she’s not exactly “in vogue” with most young twenty-somethings… but she does know what she’s doing!!
    esmemerrie recently posted..The Case for CardioMy Profile

    • notsodomesticated

      Haha she may not be in vogue, and she may not be the nicest person in the world, but her recipes are great! :)

  14. Emily @ Perfection Isn't Happy

    I love homemade mac & cheese. I remember attempting to make it for a “family & consumer science” (bascially home ec) project in junior high, but I don’t think I’ve attempted it on my own since :) .
    Emily @ Perfection Isn’t Happy recently posted..Seasons 52 Christmas PartyMy Profile

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