Pasta with Cheese Sauce aka Macaroni and Cheese

I don't know what it is with my kids, they love pasta with cheese sauce, but hate mac and cheese. Change the name and wada bing, wada boom.......they love it! I personally don't care for the stuff out of the box. I think macaroni and cheese has to be home made. Maybe the kids think of the stuff in the box when they hear macaroni and cheese and that's why they don't like it.

I was watching Drive Ins, Diners and Dives (I think that is what it's called) while we were on vacation and they were raving about macaroni and cheese from one of the restaurants. They told some of the things that were in it and I did my best to duplicate it. It sounded SO good! This is what I came up with. Don't know how close it is, since I have never been to the restaurant they were talking about. But hey, this stuff is great. Kid tested and approved!





1 (12-16 oz) box macaroni (I used a 16 oz box and will do a smaller box next time to make it saucier)
2 tablespoons butter
3 tablespoons flour
2 cups milk
8 oz Velveeta, diced
1 1/2 cups shredded cheddar cheese
1/4 teaspoon ground nutmeg
1/4 teaspoon white pepper
1/4 teaspoon salt
1/8 teaspoon dry ground mustard.

Cook macaroni according to package directions. Melt the butter over medium low heat. Add the flour and stir to make a paste. Slowly wisk in the milk. Turn the heat up to medium and cook until thickened. Stir frequently to prevent scorching. Add Velveeta, 1 cup of cheddar cheese and spices. Cook until cheese is melted. Stir in macaroni and pour into a 9"x9" greased baking dish and top with remaining 1/2 cup shredded cheese. Bake at 350 for 15 minutes until cheese is melted.