This recipe by Annie Tomlin of Team Fromage was awarded Most Photogenic at SF Food Wars’ 2009 Mac Battle Royale with Cheese. Congratulations!

Ingredients (9)

  • 1 stick unsalted butter
  • 5 1/2 to 6 cups whole milk
  • 1 box panko (Japanese breadcrumbs)
  • 1/2 cup flour
  • 2 teaspoons sea salt
  • Ground nutmeg, black pepper, and powdered cayenne to taste
  • 4 1/2 cups various grated cheddars (I use half Kraft sharp cheddar, then fill in with whatever other nutty cheddars pique my interest at the time. I am fickle like that.)
  • 1 package grated Kerrygold Dubliner cheese or Kerrygold Reserve Cheddar
  • 1 pound elbow macaroni


  1. PREP: Preheat oven to 375°F. Butter a casserole dish; set aside. Melt two tablespoons butter, then mix in the panko and toss. I like to add a dash of sea salt and black pepper, too. Heavily salt a large pot of water and set it on high heat.
  2. Heat the milk in a saucepan so that it’s warm, but not bubbling. While the milk heats, melt 6 tablespoons butter until it bubbles. At that point, add the flour and stir it for a minute or two—you want to get the flour lumps out. 
  3. Slowly pour in the hot milk a little at a time, and continue to stir. Continue cooking, whisking constantly, until the mixture bubbles and thickens, about 10 minutes. Don’t let the sauce get too thick; the secret to keeping it creamy is to keep it more liquid-y than paste-y.
  4. Remove the pan from the heat. Stir in salt, nutmeg, black pepper, cayenne pepper, 3 1/2 cups cheddar cheeses, and all of the Kerrygold. The cheese sauce should be smooth, not lumpy. 
  5. Your water should be boiling now. Undercook the macaroni; it should take about three minutes. Drain and rinse the macaroni under cold water, making sure to shake excess water. Stir the mac into the cheese sauce. It will be goopy and make goofy noises when stirred.
  6. Pour the mixture into the buttered dish. Sprinkle the remaining cheese and the breadcrumbs over the top. Bake for 30 minutes, then place under the broiler for a minute for a nicely browned panko crust.