I first started making Homemade Mac and Cheese for my family years ago. Of course the little box with the bright orange cheese powder, you buy at the store, was always my kids’ favorite, but one day I decided to start making it from scratch for several reasons. I started making Homemade Mac and Cheese and other dishes in a effort to cook more at home as opposed to eating out, and I loved knowing where all the ingredients were coming from in my recipes. This recipe is also really quite simple to make and once you have mastered it, you will have lots of fun changing up the ingredients to suit your taste. You may even slip in some veggies that your family will hardly notice due to the yummy, creaminess of this incredible dish.
Now, there is more to this recipe for Homemade Mac and Cheese then it just being super delicious. It became a hit this past year at one of our USO Wellness Wednesday Cooking Sessions. Let me explain, if you are not familiar with the USO and Wellness Wednesday for that matter. The USO is the United Services Organization, that has centers all over the world for our military members’ rest and relaxation. A few years back a new USO Center was built here in San Antonio and I was fortunate enough to be a part of their program called Wellness Wednesdays. It is the day that my crew and I get to make homemade food for the troops and spend some special time getting to know them. Most of them are here in training and are far away from home. We love being able to share what we love doing and bring a little bit of home back to them. We call it Wellness Wednesday because we also teach them how to cook wholesome healthy food in their own home…Or the home they will one day have once they are out of the barracks. I think it is more like a “Mental Wellness Wednesday” as we get to share some home cooking and heartfelt gratitude for what they do.

So, this particular Wellness Wednesday I was fortunate to have a whole crew of people to helps me, and they were fantastic. There usually is a core group of about 3 cooks, but it often turns into a fun “family” of volunteers as many of us bring our friends to share in the experience. So, this Wednesday I had an awesome crew of ladies who were such a blessing and were so engaged in the mission of serving our troops. Some were seasoned cooks and others were beginners. I had the opportunity to teach one of our beginner cooks how to make this incredible Homemade Mac and Cheese. She did an awesome job and was so eager to serve it up to the troops. As she gave them there serving of her delicious dish, she also served lots of smiles and love. So, we lovingly renamed this dish, “Marry Me Mac and Cheese”, in honor of Sarah. We are not sure if it worked, but anyone who makes this dish is sure to have lots of good vibes as we made it with all the love in the world.
So, I know many people are nervous when it comes to making a bechamel sauce or cheese sauce like the one required for Homemade Mac and Cheese. There are a couple of tricks to making it work. Not too technical, but just some common sense tips. First, do not heat your butter and flour on too high of a heat. When you whisk in the flour, make sure your break down the flour against the sides of the pan and cook it about 1-2 minutes to ensure the flour is cooked down. Next, make sure you heat up your milk/half and half in the microwave. This allows the sauce to thicken quicker. And finally, use a good whisk. This is the major factor in the sauce. Most would think it is the ingredients, temperature or time. No, it is using a great whisk to mix all the ingredients.
Ok, last tip. If you do not think this dish has enough cheese in it, you have the option to put your Homemade Mac and Cheese in a baking dish, sprinkle it with additional cheese and bake it for about 15 minutes to ensure an extra layer of cheesy goodness on your plate.
So, what do you think? Did enough love and goodness go into this recipe? I truly think so. This dish has become a staple at the USO, as our young troops love it and it so reminds them of home. The other reason is that it brings together an incredible group of volunteers who love the mission and are so selfless in what they do. Some even work full time and on their days off, choose to volunteer for this mission. My heart goes out to my incredible core of volunteers, who put up with me each week, and give their heart. Thank you from the bottom of my heart. You are the best. In honor of USO Volunteer everywhere, the Memorable Kitchen sends you a special thank you and a huge hug!!!
- 1 lb macaroni or other shaped pasta
- ¼ cup butter (1/2 stick), plus 1 tablespoon
- ¼ cup flour
- 2 cups fat free half and half, heated in the microwave for 1 minute
- salt and pepper
- ½ teaspoon garlic powder
- ½ teaspoon onion powder
- 8 oz each shredded mozzarella, smoked gouda, and sharp cheddar cheese
- Milk or half and half for thining
- Cook pasta according to package directions. Drain and stir in 1 tablespoon of butter. Set aside.
- In a medium saucepan, melt ¼ cup butter on medium heat. Whisk in flour and cook for one minute, until smooth.
- Stir in salt and pepper, garlic and onion powders.
- Whisk in warmed half and half. Cook until thick and bubbly about 2 minutes.
- Lower the heat to low and stir in cheeses. Cook until all cheese is melted.
- Stir in additional milk or half and half as needed to thin cheese sauce, as desired.
- Pour over pasta and combine.
- If desired, pour into a baking dish and sprinkle with additional cheese. Bake for 15 minutes until cheese is melted and pasta is bubbly.

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