Macaroni & Cheese (For Grownups)

Hold on to those hats, y’all, because this recipe is big. Intense. Glorious. Debauched, even.

how much shredded cheese do you need for macaroni and cheese

It includes, for example, a LOT of cheese.

healthy macaroni and cheese for adults made with fairlife milk

And pasta.

stack of butter cubes

And butter. (Glorious!)

I’ve been a superfan of boxed mac ’n’ cheese – you know, the kind that comes with a packet of orange powder made of (delicious) ground-up plastic? – ever since I was a kid, but I acknowledge that the recipe is neither especially healthy nor especially conducive to being served at dinnertime to people above the age of ten. I like the mac ’n’ cheese recipe you see here because it tastes allllllmost exactly like the OG – it’s not tarted up with totally unnecessary things like truffle oil and vegetables, because those things have zero place in mac ’n’ cheese – but still feels…grown-up. Sort of.

fairlife ultra filtered milk recipe idea

It’s also made with fairlife ultra-filtered milk, because when you’re being this crazy with the pasta and butter and cheese you should prooooooobably slot in healthy substitutes wherever possible. fairlife, as you know by now, is ultra-filtered so it has 50% more protein, 50% less sugar and 30% more calcium than regular milk (in addition to being lactose-free and totally devoid of artificial growth hormones), but tastes just as delicious – if not more so; I adore the taste and buy literally nothing else. Interestingly enough, the higher protein content of fairlife milk did require me to make a minor adjustment – basically, I had to add slightly more milk than the original recipe called for. I listed the quantity of milk that I used below, but try to eyeball it nonetheless – you want a creamy, not excessively thick consistency.

(My son thought the finished product was “too cheesy.” Sweet, sweet child. There is no such thing. You’ll learn soon enough.)

delicious macaroni and cheese for adults made with fairlife milk


What You Need:

  • 1 lb elbow macaroni
  • 12 tablespoons butter
  • 6 tablespoons flour
  • 1/2 medium yellow onion, thinly sliced
  • 1 sprig fresh thyme
  • 9 black peppercorns
  • 5 cups fairlife 2% Reduced Fat Ultra-Filtered Milk
  • 2 teaspoons salt
  • 1 teaspoon black pepper (I leave this out because I don’t like pepper)
  • 6 cups sharp cheddar cheese, finely shredded
  • Parsley (for garnish)

For the topping:

  • 1 1/4 cups coarse breadcrumbs
  • 2 tablespoons butter

delicious macaroni and cheese for adults made with fairlife milk

What You Do:

  1. Preheat the oven to 375F, and butter an oven-safe dish (I used my Le Creuset cast iron pan, but a 9”x13” casserole dish would work equally well).
  2. Bring a large pot of salted water to boil and add the pasta. Cook until al dente (according to package directions), and drain well.
  3. In a heavy saucepan set over medium heat, melt the butter (not the butter for the topping). Add the flour, onion, thyme and peppercorns and cook over medium-low heat for 2-3 minutes, stirring constantly. Slowly whisk in the milk, to make a roux (remember to eyeball the proportions a bit – you can always add a splash more milk if you feel like it’s too thick).
  4. Lower the heat on the sauce and let simmer about 10 minutes, stirring constantly, then strain the sauce into a large bowl (I just used a colander and pressed the sauce through the holes, removing the onions and herbs).
  5. Add the salt, pepper and shredded cheese to the sauce, and stir until the cheese just melts.
  6. Toss the pasta with the cheese sauce, and pour the mixture into the buttered baking dish.
  7. Melt the remaining 2 tbsp butter (for the topping) and toss the melted butter with the breadcrumbs, then sprinkle evenly over the casserole.
  8. Bake approximately 40 minutes, until lightly browned on top.

delicious macaroni and cheese for adults made with fairlife milkdelicious macaroni and cheese for adults made with fairlife milk

This post was created in collaboration with fairlife.

powered by chloédigital