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Baked Macaroni and Cheese à la Poops

A classic version of the classic American favorite
5 from 1 vote
Prep Time 30 mins
Cook Time 30 mins
Course Main Course
Cuisine American
Servings 4 people (easily doubled)


  • ½ pound pasta shells, cooked (elbow macaroni acceptable as well)
  • 4 ounces butter (1 stick)
  • 3 tbsp flour
  • 2 ¼ cups milk
  • 1 tsp mustard
  • ¼ tsp celery salt
  • ½ tsp kosher salt
  • freshly ground black pepper to taste
  • ½ pound white American cheese, cut in large dice
  • ½ cup bread crumbs


  • Heat your oven to 350˚F.
  • In a sauce pan melt half the butter over medium heat. Stir in the flour, then whisk in the milk and add the mustard, celery salt, kosher salt, and pepper. Bring to a simmer, then add half the cheese and stir until melted.
  • Add the cooked pasta to the pan and stir till everything is nicely combined.
  • In a small skillet, melt the remaining butter and add the bread crumbs and cook until lightly browned, a few minutes.
  • Pour the pasta into a baking dish (Ann always butters her dish first). Cover it with the breadcrumbs and dot the surface with the remaining chunks of cheese.
  • Bake the pasta for 30 minutes or until bubbly and golden brown on top. (It's a good idea, depending on how full your dish is, to cover a baking sheet with foil or parchment and put the baking dish on this in case it bubbles over.)
Keyword american cheese, Macaroni, pasta dish