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1
Set oven to 400 degrees.
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2
Spray a 13 x 9 baking dish with butter flavored non-stick cooking spray.
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3
Bring a large pot of water to a boil and add some salt.
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4
This will be your pasta water
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5
Just before the water starts to boil, begin making your cheese sauce in a separate pot:
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6
In a Pyrex measuring cup, measure out 2 cups of milk and put in microwave on high.
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Heat for four and a half minutes.
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8
You want the milk warm and steamy but not boiling hot.
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In the separate pot, throw in the butter and melt, watching the heat so it doesnt burn.
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10
Once melted, add in the 3 Tablespoons of flour and whisk together quickly.
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You want to do this quickly so you end up with a nice smooth consistency, not lumpy and grainy.
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12
As soon as the milk is heated, pour it into your butter and flour mixture and whisk until smooth.
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13
Add in four cups of the shredded cheese and stir well until smooth.
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14
Remove from heat and set to the side.
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15
Dump the macaroni into the boiling water and cook through until just almost done.
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16
Mine took less than 6 minutes to reach this stage.
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Once done, strain the macaroni and add it to a large mixing bowl.
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Immediately dump in all the dry ingredients EXCEPT the corn flakes, into the macaroni, and stir well.
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Add the cheese sauce mix and stir until fully combined.
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20
Pour this into your baking dish and top with the crushed cornflakes, followed by the reserved cup of shredded cheese.
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Place into your hot oven and bake for 10 to 12 minutes, or until bubbly and the top has achieved a golden crust.
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22
NOTE: I buy and shred my cheese for this because I think it makes for a creamier sauce.
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23
This time I used regular sharp cheddar, but in the past I have mixed it up using half cheddar and half Colby, or Monterey Jack.
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24
Also, if you like more of a crunch on the topping, you can up the crushed corn flakes to 3/4 of a cup.