Prep Time – 25 mins Cook Time – 25 mins Servings 8 to 10 

Ingredients

1 (16-ounce) package elbow macaroni

1/2 cup unsalted butter

1/2 cup all-purpose flour

2 cups whole milk, room temperature 

2 cups half and half, room temperature

1 1/2 teaspoons salt

1/4 teaspoon black pepper

3 (8-ounce) packages triple cheddar shredded cheese (about 6 cups)

Instructions

Cook pasta to just under al dente in salted water according to package instructions. Drain and set aside.

Heat oven to 350 F and lightly spray a 9-by-13-inch baking dish with nonstick cooking spray.

In a large pot over medium heat, melt butter. Add flour and whisk to combine. Cook, whisking constantly, about 1 minute. Gradually add milk, whisking after each addition. Slowly add the half and half, whisking constantly. Continue to whisk and cook about 5 minutes, or until the mixture has thickened. Add salt and pepper and mix well. 

Add two bags (4 cups) of cheese and whisk until melted. Adjust seasoning if needed. Add cooked macaroni and mix well. Pour half the mixture into the prepared dish. Sprinkle 1 cup of remaining cheese over the top. Add remaining macaroni mixture. Top with remaining cheese.

Bake uncovered 20 to 30 minutes or until bubbly and the cheese on top is starting to brown. Allow to rest about 10 minutes before serving.