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Allow us to introduce you to your new favorite side dish. If you've never had macaroni pudding before, we'd describe it as creamier, richer version of classic macaroni and cheese. What could be better? It's the perfect side dish to serve alongside fried chicken for a weeknight dinner, carry along to a weekend potluck, and even to add to the dinner menu on Thanksgiving Day. It's guaranteed to be a year-round crowd-pleaser, and you probably already have most of the ingredients on-hand in your pantry at all times.With three cups of sharp Cheddar per batch, there's no shortage of cheese in this macaroni pudding recipe. When making the sauce, you'll want to make sure you're constantly whisking it while it cooks to prevent lumps and ensure that it doesn't burn. And you'll know it's ready to enjoy when the top layer of cheese turns a golden brown, which will add an extra layer of texture to the creamy dish.


Credit: Victor Protasio; Prop Styling: Heather Chadduck; Food Styling: Erin Merhar

Recipe Summary

1 hr
40 mins
Serves 6 to 8 (serving size: about 1 1/4 cups)


Ingredient Checklist


Instructions Checklist
  • Preheat oven to 400˚F. Prepare macaroni according to package directions. Drain.

  • Melt 1/4 cup of the butter in a large skillet over low. Add flour; cook, whisking constantly, until smooth, about 1 minute. Increase heat to medium. Gradually whisk in milk; cook, whisking constantly, until thickened and bubbly, about 15 minutes. Whisk in salt and pepper.

  • Add pasta and 2 cups of the cheese to sauce, and toss to combine. Transfer to a lightly greased (with cooking spray) 3-quart baking dish; top with remaining 1 cup cheese. Cut remaining 2 tablespoons butter into pieces, and dot pasta mixture with butter.

  • Bake in preheated oven until lightly browned, 20 to 24 minutes.