I love macaroni and cheese. Any kind of macaroni and cheese. Well, maybe not that dusty-tasting kind from fast food-type restaurants (I’m looking at you, Boston Market), but any other kind. Frozen, from a blue box, whatever. But I think this is the best traditional (read: no weird ingredients) macaroni and cheese ever. Seriously.

Now, this is not a difficult recipe, but it does take longer (and include more steps) than mixing together orange powder and milk. You also will need two large pots and a cheese grater. Pre-grated cheese is the devil.

It’s totally worth it, though.

I usually don’t like breadcrumbs on my mac&cheese, but I think Japanese breadcrumbs are perfect here. You can always leave them off if you’d prefer. Embrace the cheesiness!

Macaroni and cheese (adapted from The Gourmet Cookbook, serves 8-12)
3 tablespoons unsalted butter
2 tablespoons all-purpose flour
1/2 teaspoon crushed red pepper
2 3/4 cups whole milk
3/4 cup heavy cream
4 cups grated extra-sharp cheddar (about 1 pound)
2 teaspoons Dijon mustard*
1 teaspoon salt
1/4 teaspoon freshly ground black pepper
3/4 pound elbow macaroni

Topping
2 tablespoons unsalted butter, melted
2 cups panko (Japanese bread crumbs, sometimes in the “international” aisle)
1 cup grated extra-sharp cheddar (about 4 ounces)

To make the topping: Stir together butter, panko and cheese in a bowl. Set aside. (You can actually wait and make this while the pasta is cooking, if you want)

Preheat oven to 400 degrees. Butter a 3-quart shallow baking dish, if using (I usually use a French or Dutch oven — something big that can go on the stovetop and in the oven).

First, grate the cheese. Next, melt butter in a large heavy pot (or the Dutch oven) over moderately low heat. Whisk in the flour and red pepper and cook for 3 minutes — whisking often — until the mixture has thickened and turned a golden or amber color. Add the milk in a slow stream, whisking as you pour it in. Turn up the heat and keep whisking as you bring the sauce to a boil (this may take a few minutes). Lower heat and simmer, whisking occasionally, for three more minutes. Stir in heavy cream, grated cheddar, mustard, salt and pepper. Remove pot from heat. (You will want to stir it occasionally while you are doing the other stuff, so a skin doesn’t form on the cheese sauce)

Cook the pasta in a large pot of boiling salted water (just throw in a few shakes of Kosher salt in) for about 7 minutes, until al dente. Overcooked noodles are bad, people! Keep 1 cup of the pasta cooking water (I sometimes forget to do this — don’t be like me!) and drain the pasta.

Stir the pasta, reserved cooking water and cheese sauce together (I stir it together in the Dutch oven that I am going to bake the macaroni and cheese in, but if you are using a different baking dish you can stir everything together in the pot you boiled the pasta in and then transfer the whole thing to the baking dish). Sprinkle the topping evenly over macaroni and bake until the top is golden and bubbling, 25 to 35 minutes.