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Saucy Mac & Cheese

I love the curly noodles in this creamy recipe. Cavatappi (aka cellentani pasta) has a corkscrew shape, but any type of spiral noodle will work. This dish is fun to make and looks so pretty topped with extra cheese and crunchy, golden panko. I like to add ground pepper to my serving. —Sara Martin, Brookfield, Wisconsin
  • Total Time
    Prep/Total Time: 25 min.
  • Makes
    4 servings


  • 2 cups cavatappi or spiral pasta
  • 3 tablespoons butter, divided
  • 1/3 cup panko bread crumbs
  • 2 tablespoons all-purpose flour
  • 1-1/2 cups 2% milk
  • 3/4 pound Velveeta, cubed
  • 1/4 cup shredded cheddar cheese


  • Cook pasta according to package directions. Meanwhile, in a large nonstick skillet, melt 1 tablespoon butter over medium-high heat. Add bread crumbs; cook and stir until golden brown. Remove to a small bowl and set aside.
  • In the same skillet, melt remaining butter. Stir in flour until smooth. Gradually add milk; bring to a boil. Cook and stir until thickened, about 2 minutes. Reduce heat. Stir in Velveeta until melted.
  • Drain pasta; add to cheese mixture. Cook and stir until heated through, 3-4 minutes. Sprinkle with cheddar cheese and bread crumbs.
Nutrition Facts
1-1/4 cups: 661 calories, 36g fat (21g saturated fat), 121mg cholesterol, 1267mg sodium, 58g carbohydrate (11g sugars, 2g fiber), 27g protein.
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Average Rating:
  • delowenstein
    Mar 15, 2019

    I'd prepared this recipe when the December 2018 TOH issue arrived. This was a delicious recipe and I really enjoyed it! It was very simple to make!

  • Nyati
    Feb 9, 2013

    I put the cheddar cheese in the sauce instead of as a garnish, but it was still really really yummy. I disagree with the person saying it's more expensive than the boxed version because of the amount per serving differance. So yummy!

  • sklococo
    Jan 28, 2013

    This is the best Mac & cheese recipe I've found. It remains creamy even after frozen and reheated.

  • ilka896
    May 25, 2012

    Delicious recipe very simple and fast to make

  • live out loud
    Mar 14, 2012

    My family (and my teenage children's friends) all LOVE this recipe! In our home, it is much more cost effective to make this than to purchase a small box of prepared Veleeta mac & cheese, and so much smoother! It is a request when the basketball team shows up, as well as my daughter's friends. Thanks for the great recipe!

  • EekCoyIck
    Jan 30, 2011

    Tastes just like the Velveeta Mac and Cheese you buy in a box... but takes alot more work and costs more money. The fried panko bread crumbs were a very good addition. It was pretty good but we will not be making it again.

  • bkyoungfamily
    Jan 19, 2011

    Our entire family loved this recipe. It's our favorite homemade mac and cheese recipe ever. We will definitely be making this again....and again.