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Photo of Skillet Mac and Cheese
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4 cups
Prep time:
10 minutes
Cooking time:
20 minutes


2 cups water
1 ½ cups uncooked macaroni
1 teaspoon butter or margarine
2 Tablespoons all-purpose flour
¼ teaspoon salt
¼ teaspoon dry mustard (or 1 teaspoon prepared mustard)
1 ¼ cups nonfat or 1% milk
1 ¼ cups (5 ounces) grated cheddar cheese


  1. In a 10-inch skillet or saucepan, bring water to a boil.
  2. Add the macaroni and butter or margarine. Stir a few times to prevent sticking.
  3. Cover the pan and reduce heat to low. Simmer for 5 minutes (do not drain the water).
  4. Meanwhile, mix flour, salt and dry mustard in a small bowl. Add 1/4 cup of milk and stir until smooth. Add remaining milk. Set aside.
  5. Take the lid off the skillet and cook macaroni until most of the water is gone.
  6. Stir and add milk mixture and cheese. Mix well. Cook and stir until all the cheese melts and the sauce is bubbly and thick.
  7. Refrigerate leftovers within 2 hours.


  • Add your favorite fresh or frozen vegetables in step 2. Try broccoli, carrots, cauliflower, celery, spinach, tomatoes or zucchini.
  • Add your favorite seasonings in step 4. Try oregano, garlic powder, chili powder or others.
  • Use a combination of cheddar and mozzarella cheese.
  • Try whole wheat macaroni or pasta in different shapes.