Creamy, cheesy, and filling, this is the side dish that steals the show!

(makes 8-10 servings)

Ingredients

Non-stick cooking spray

1 – 1lb (16oz) box elbow noodles

Salt, to taste

4 tablespoons (2oz) unsalted butter

½ cup (2oz) all-purpose flour

3 cups (24oz) whole milk

16oz processed cheese (Velveeta), cut into small cubes

4 cups shredded sharp cheddar cheese (about 8oz)

Instructions

Preheat oven to 350 degrees F (180 C)

Lightly coat a 9”x13” baking dish with non-stick cooking spray.

Bring a large pot of water to a boil.  Add salt to taste.  Add elbow noodles to water and cook about 2 minutes less than called for on the package directions.  Drain and transfer to prepared 9”x13” baking dish.

Melt unsalted butter in a large saucepan or Dutch oven over medium heat.

Add all-purpose flour and stir to make a roux.  Cook, stirring occasionally, for about 5 minutes.

Pour in whole milk and raise heat to a simmer.  Stir and cook until thickened, about 5 minutes.

Reduce heat to low and add cubed processed cheese in small handfuls, stirring to melt.  Add in about half of the shredded sharp cheddar cheese (2 cups), stirring until melted and creamy. 

Stir cheese sauce into cooked noodles until evenly combined, and top with remaining shredded sharp cheddar cheese.

Bake, uncovered, in the center of your 350 F (180 C) oven for 25 minutes.

Increase heat to broil and let cook for about 5 minutes, or until top goes nice and golden brown.  Watch carefully to avoid burning.

Remove from oven and let rest for 15-30 minutes before serving. 

This dish can be cooked ahead, allowed to cool completely, covered, refrigerated, and reheated in a 350 F (180 C) oven for 15-20 minutes before serving.