Martha Stewart’s Macaroni & Cheese

May 24, 2020

Macaroni & cheese is an iconic comfort food for many. Full of carbs and cheesy goodness, it’s the kind of dish that people want when they need something warm and substantial in their bellies. There are thousands of recipes available from the simplest stovetop version to upscale dishes with lobster and crab. For me, this recipe is the queen of them all.

Martha Stewart’s recipe is rich and decadent. The recipe says it serves 12 but I really think it serves more. As much as I love it, I can’t eat that much in one sitting and I desperately need a salad or vegetable on the side to go along with it.

That being said, it makes a great dish to take to a potluck. Every time I’ve made it, everyone loves it but we still come away with leftovers (which heat up a treat the next day). For our little family of three I cut the recipe in half and it lasts for days.

A friend once told me that this is a recipe that requires every bowl and pot in her tiny kitchen. It does take a little effort but it is so worth it. So get out there and make it. You’ll be happy you did!

It’s worth the clean up!
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Macaroni & Cheese

  • Author: Martha Stewart
  • Total Time: 1 hour, 40 minutes
  • Yield: 12 1x


This is a rich and decadent version of the classic comfort food. It is great for a potluck and is best served with a crisp green salad.



8 tablespoons (1 stick) unsalted butter, plus more for casserole

6 slices white bread, crusts removed, torn into 1/4– to 1/2-inch pieces

5 1/2 cups milk

1/2 cup all-purpose flour

2 teaspoons coarse salt, plus more for water

1/4 teaspoon ground nutmeg

1/4 teaspoon freshly ground black pepper

1/4 teaspoon cayenne pepper

4 1/2 cups (about 18 ounces) grated sharp white cheddar cheese

2 cups (about 8 ounces) grated Gruyère or 1 1/4 cups (about 5 ounces) grated Pecorino Romano cheese

1 pound elbow macaroni


Preheat oven to 375° F. Butter a 3-quart casserole dish; set aside.

Place the bread in a medium bowl. In a small saucepan over medium heat, melt 2 tablespoons butter. Pour the melted butter into the bowl with the bread, and toss. Set the breadcrumbs aside.

Warm the milk in a medium saucepan over medium heat. Melt the remaining 6 tablespoons butter in a high-sided skillet over medium heat. When the butter bubbles, add the flour. Cook, stirring, 1 minute.

While whisking, slowly pour in the hot milk a little at a time to keep mixture smooth. Continue cooking, whisking constantly, until the mixture bubbles and becomes thick, 8 to 12 minutes.

Remove the pan from the heat. Stir in salt, nutmeg, black pepper, cayenne pepper, 3 cups cheddar cheese, and 1½ cups Gruyère (or 1 cup Pecorino Romano); set the cheese sauce aside.

Cover a large pot of salted water, and bring to a boil. Cook the macaroni until the outside of pasta is cooked and the inside is underdone, 2 to 3 minutes. Transfer the macaroni to a colander, rinse under cold running water, and drain well. Stir the macaroni into the reserved cheese sauce.

Pour the mixture into the prepared dish. Sprinkle the remaining 1½ cups cheddar cheese, ½ cup Gruyère (or ¼ cup Pecorino Romano), and the breadcrumbs over the top. Bake until golden brown, about 30 minutes (though we needed a bit more time to get it brown, but your oven may vary). Transfer the dish to a wire rack for 5 minutes; serve.

  • Prep Time: 40 minutes
  • Cook Time: 1 hour
  • Category: Pasta, Comfort Food
  • Cuisine: American


  • Calories: 542.62
  • Sugar: 1.48 g.
  • Sodium: 1043.24 mg.
  • Fat: 34.49 g.
  • Saturated Fat: 20.01 g.
  • Carbohydrates: 30.98 g.
  • Fiber: 1.36 g.
  • Protein: 26.91 g.
  • Cholesterol: 104.19 g.

Keywords: cheese, pasta, Martha Stewart

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