Recipe courtesy of B. Smith

Macaroni and Cheese with Naomi Judd

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  • Total: 45 min
  • Prep: 5 min
  • Cook: 40 min
  • Yield: 4 servings as a main dish, or
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8 ounces uncooked macaroni or medium shells

1/2 stick or 1/4 cup butter

1/4 cup all-purpose flour

2 cups milk

6 ounces Velveeta or sharp cheddar cheese, cut into small chunks (plus a little extra shredded for topping)

Salt and pepper, to taste


  1. Preheat the oven to 350 degrees. Cook the macaroni according to the package directions. Drain well. Meanwhile, in a large, heavy saucepan, melt the butter. Whisk in the flour to make a paste. Gradually whisk in the milk. Bring to a simmer over medium heat, whisking, until thickened, about 1 minute. Add the cheese, salt, and pepper and whisk until smooth.
  2. Stir the cooked macaroni into the cheese sauce. Scrape into a shallow 2-quart baking dish. Bake in the preheated 350 oven, uncovered, until bubbly and lightly golden on top, 20 to 25 minutes. Add the extra shredded cheese for the last 5 minutes of baking. Let stand 10 minutes before serving.