holy cheese

I love macaroni and cheese, but have only had it out of a box at home and only a couple of times at restaurants. Keith had been wanting to try homemade - the kind with real cheese instead of the pouch of cheese-flavored powder. So, when we ended up with a bunch of cheese in the fridge (not probably a coincidence), we gave it a shot and I used this recipe for guidance, but because I didn't have any processed cheese (i.e. Velveeta) that it calls for, I put a message out on the trusty allrecipes.com message board to ask if I really needed a Velveeta-like cheese or if I could go with what I had. The response I got was helpful, so I'm sharing it with you -- the Velveeta-like cheese is what gives it the creaminess and without it, it might not be so creamy. However, someone said that I could add a little cream cheese to it, which I did have, to get that texture. I also dressed it up a bit with some onions, green peppers, and red pepper flakes -- and this is about what I ended up with. 

Macaroni  & Cheese
1/3 c. chopped onion
1/4 c. chopped green pepper
2 c. macaroni
1/4 c. butter
2 Tbsp. flour
1 tsp. ground mustard (generous)
1 tsp. pepper
2 c. milk
1 c. shredded cheddar (heaping)
1 c. shredded muenster (heaping)
4 oz. cream cheese
2 c. milk
Red pepper flakes
2 c. macaroni 

Preheat oven to 400 degrees. Saute in a bit of olive oil the onion and green pepper in a large saucepan. Prepare a 2 qt. casserole dish by buttering.  Meanwhile, bring a saucepan of lightly salted water to a boil. Add macaroni, and cook until not quite done, about 6 minutes. Drain. 

Once the onion and green pepper are tender, set them aside in a small dish and, in the same pan melt the butter over medium heat, then blend the flour, mustard powder, and pepper until smooth.  Slowly stir in the milk, beating out any lumps -- once it's smooth, add the cheese slowly - cream cheese first, and then the shredded cheeses, about 1/4 c. at a time, stirring constantly until it's thick and smooth.  Add the onion, green pepper, and a dash or two or red pepper flakes and stir. Add the noodles to the cheese sauce. 


Pour the mixture into a casserole dish and sprinkle the top with the crackers. Bake for 25 minutes. Let cool about 5 minutes before serving. 


Here's what it looked like: 

What I learned is that homemade mac & cheese is very good and cheesy, as it should be. However, it's pretty time consuming to make. I think I'll definitely make it again sometime, but I'm not going to give up on the boxed, cheese-flavored powder kind completely when I want something a little quicker. 

What do you think? Do you have a mac & cheese recipe to share that will convince me not to go back to the box?