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Macaroni and Cheese

Total Time

Prep: 20 min. Bake: 35 min. + standing


8 servings

Updated: Sep. 30, 2022
When my husband had heart problems, I searched for recipes that replaced our full-fat standbys. Over the years, I've updated this recipe to accommodate new lower-in-fat products, and my family continues to enjoy it. —Cora Johnson Schloetzer, Topeka, Kansas


  • 3 cups uncooked elbow macaroni
  • 12 ounces reduced-fat process cheese (Velveeta), sliced
  • 1/2 cup finely chopped onion
  • 1/3 cup all-purpose flour
  • 2 teaspoons ground mustard
  • 1/8 teaspoon pepper
  • 1 can (12 ounces) fat-free evaporated milk
  • 1-1/4 cups fat-free milk
  • 1/2 cup dry bread crumbs
  • 2 tablespoons butter, melted


  1. Cook macaroni according to package directions; drain. In a 13-in. x 9-in. baking dish coated with cooking spray, layer a third of the macaroni, half of the cheese and half of the onion. Repeat layers. Top with remaining macaroni.
  2. In a bowl, combine the flour, mustard, pepper, evaporated milk and milk; pour over layers. Combine bread crumbs and butter; sprinkle over top.
  3. Cover and bake at 375° for 20 minutes. Uncover; bake 15 minutes longer or until bubbly. Let stand for 10 minutes before serving.

Nutrition Facts

1 serving: 353 calories, 7g fat (4g saturated fat), 25mg cholesterol, 161mg sodium, 48g carbohydrate (0 sugars, 2g fiber), 22g protein.

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