I invented this recipe the other night when we unexpectedly had a bit of blue cheese to use up.  “Grown-up macaroni and cheese” is not that much more difficult than making regular homemade macaroni and cheese and is even more delicious!

That’s the very last few bites.  Luckily we remembered to take a picture!

Grown-Up Macaroni and Cheese
makes a 9×13 pan – serves 4-5, generously, (or maybe more if one of those people isn’t nursing two little ones! :))

1 medium onion, diced
1-2 T neutral cooking oil (I prefer avocado oil)
pinch of salt
Saute in a large saute pan over very low heat until the onion is really soft and beginning to caramelize (at least 10-15 minutes).

4 garlic cloves, minced
Add to pan and cook until fragrant, about a minute.

4 T (i.e. 1/4 C) butter
1/4 C flour
Add butter to the onion/garlic mixture in the pan and allow to melt.  Stir in flour and cook for several minutes until the flour looks and smells richly browned and delicious.

2 C milk
salt to taste (probably at least a teaspoon)
fresh ground pepper, to taste
cayenne pepper, just a pinch or two, for flavor dimension but not heat
Slowly whisk in the milk until fully incorporated into the flour/butter mixture.  Add salt, pepper, and cayenne pepper.  Continue to stir frequently until the sauce is slightly thickened.  At this point, taste for salt – you want the sauce to taste delicious before the addition of cheese.  So make sure you’d be happy to eat it right now.

approximately 1-2 C of grated and/or crumbled cheese – blue cheese, sharp cheddar, Gorgonzola, Parmesan, etc.  – a single kind or a combination of cheeses is even more delicious.

(The amount will vary depending on what kind of cheese you use – the stronger the flavor of the cheese, the less cheese you will need.  We only had a fairly small amount of blue cheese so that’s all I added.  The sauce tasted more like “hint of blue cheese” so a bit more would have been even better.

Turn heat to low and stir the cheese into the sauce until the cheese is completely melted and fully incorporated.

Meanwhile:
one pound of pasta (penne, rigatoni, etc)
salt
Boil a large pan of water.  When the water is boiling, add salt until the water itself tastes delicious – this will take a surprising amount of salt.  Once the water is sufficiently salty, add your pasta and boil until the pasta is slightly underdone – just a minute or two short of al dente.  With our pasta, this took about 8 minutes or so.  Drain and put into a big bowl.

About 2 C (or more) of cooked vegetables:  sweet corn, spinach or Swiss chard, broccoli, or peas (whatever you have around that sounds good).
Add to the bowl with the pasta.  Pour in the sauce and stir well.  Taste again for salt and add more as necessary. (Are you getting the idea that salt helps?! :))  Pour the pasta/vegetable mixture into a greased 9×13 baking dish.

1-2 C bread crumbs
1-2 T butter
1 T olive oil
salt and pepper
Melt the butter and olive oil together in a small pan.  Add the bread crumbs, stir well to distribute the butter/oil and then cook on medium heat until the bread crumbs are well on their way to getting crispy.  Add salt and pepper to taste.  Cover the pasta with bread crumbs.

Grated cheese, such as Parmesan or kefalotiri
Sprinkle a good amount of cheese over the bread crumbs.  Put pan into a preheated 400-degree oven and bake until the bread crumbs are deliciously crispy, the sides of the pasta are getting browned and everything is bubbling nicely, about 10-20 minutes (depending on how hot everything was when you put it in the oven).

Enjoy!!

(The leftovers heat up really well.  Just put them into a clean baking dish and bake at 400 until sizzling.  I particularly like the almost-too-crispy pieces of pasta that result from reheating.  Take my word for it – don’t reuse the same baking dish for reheating.  You’ll just be stuck scrubbing off a lot of burnt-on food.)