Ingredients

  • 16 oz uncooked elbow macaroni (or whole-wheat pasta for an added 3.5 g fiber per serving)
  • 3 tbsp all-purpose flour
  • 2 cups skim milk
  • 1 tbsp light butter (stick or tub)
  • 8 oz reduced-fat (33 percent) shredded cheddar
  • 3 oz Velveeta Light cheese, cut into thin strips
  • 1/8 tsp black pepper
  • 3 tbsp seasoned breadcrumbs

Method

  • Preheat oven to 400F.
  • Boil macaroni until tender but firm.
  • While pasta cooks, whisk together flour and 1/2 cup milk in a small bowl.
  • Pour remaining 1 1/2 cups milk into a large saucepan and heat over low.
  • Once milk is slightly warmed, turn heat to medium-low and add flour and milk mixture, stirring constantly until thick.
  • Reduce heat slightly and add butter, cheeses, and pepper.
  • Cook until smooth, about 5 minutes.
  • Drain macaroni, then combine with cheese mixture, stirring thoroughly.
  • Pour into a 13" x 9" baking dish.
  • Sprinkle breadcrumbs lightly and evenly on top and bake 30 to 35 minutes.
  • Serve immediately.