I start by filling a large pot with well salted water.

Here are your four cheese. Notice how they come in block form… the key to a good mac&cheese starts with shredding your own cheese. Not just because cheese you shred yourself turns out better, fresher and isn’t dried out by preservatives like flour or corn starch, but because you get to choose exactly what kind of cheese to use. Most of these varieties of cheese are not found in the preshredded bags hanging in the dairy aisle.

Shred each kind and leave each in their separate little mound.

Each cheese is chosen for a specific reason… Muenster has a lovely flavor and is a great melting cheese, so it adds in a smoothness to the recipe.

Monterey Jack is also a great melting cheese, but adds in a little more bite as it is a jack cheese.

Then forget about boring mac&cheese we are adding in some Pepper Jack! This is also a nicely melting cheese, but it is full of delicious flavor with that kick of pepper.

And last but not least a nice sharp aged cheddar. Use whatever your favorite is, but I have been addicted to Cabot Creamery’s Alpine Cheddar. I eat it nearly every morning with a cup of tea. It’s got these beautiful little crunchy bits from the aging process, OMG, yum!

I like a to use a macaroni that has ridges. I go back and forth between these medium shells and Barilla’s elbows. I say Barilla’s, because their elbows have ridges.

Once the water is boiling, add in the pasta.

Give it a stir right away. You want to cook covered over low heat (enough to keep it boiling) until about 1 minute under the package instructions, al dente.

In a large sauce pan add in 4 Tbs. of butter. You want to set your burner to med/low.

To that add in about 4 Tbs. of flour. You want to cook this flour for about a minute to get rid of that raw flour taste. If you are making this dish with a gluten-free pasta and wish to keep this a gluten-free dish, just use the same measurements in corn starch, but you don’t need to cook it off, just wisk to combine and move on.

Wisk that until somewhat smooth, if it’s a little lumpy, just add the next step in very slowly until you get a smooth mixture.

Slowly add in 3 cups of whole milk. The first cup should be added extra slowly to ensure your wisking allows for no lumps.

You should come up with a nice smooth base sauce.

This is one of those secret ingredients that can only be done if you do it exactly like this. If you have fresh nutmeg, grate some in. If you only have the kind of nutmeg that comes powdered, skip this step, it will kill your recipe.

Add in one cheese at a time, wisking slowly after each addition until fully combined.

I won’t go through pictures of all four as it looks pretty much the same for each step, just take it slow. This isn’t something that can be rushed.

Once all four cheeses have been combined, this is the kind of thickness you should have in your sauce.

To this add a fair amount of fresh cracked black pepper.

Before draining your macaroni, reserve one ladle of the pasta cooking water.

If your sauce is at the end stage after you’ve added in the black pepper, then great, add in the entire ladle of water to the sauce…. I know, you are ruining that lovely creaminess, but trust me, the sauce is too thick right now… remember, it still needs to be baked and our macaroni is al dente, so it needs to finish cooking. If the sauce is too thick, you will get a clumpy, dense macaroni and cheese. And nobody wants that.

After adding in that ladle of cooking water, this is now your sauce consistency. See how it got loosened right up?

You have already reserved a ladle of pasta cooking water, so now it’s time to drain out the rest and get to mixing.

Return your drained macaroni to the cooking pot. Your shells will naturally hold on to a little bit of the water, not to worry… This is cooked al dente, so it’s perfectly ok.

Pour your sauce over the macaroni.

I know this looks way too saucy right? It’s not, trust me.

Taste for salt at this point and add if needed. When I say taste, I mean taste with a piece of macaroni, you want to make sure the seasoning is right and this is your last shot.

I like to spray with cooking spray although it may not be necessary if you have the right dish.

Now you can add in to your baking dishes. This is a 12″x12″ baking dish and all of the Mac&Cheese would fit here, but for my family, we are only two adults and two small children, so I decided to divide it into one large dinner size portion.

One portion to freeze for later in this metal pan.

And one small casserole as an individual serving for my husband to bring to work.

These are the scraps left on the cutting board from shredding your cheese… you want to gather those up and use them for the start to your topping.

Place them in a smallish bowl.

Baked Mac&Cheese just isn’t the same without a nice crispy topping. Start off with dicing up some butter.

Now, panko breadcrumbs, in my opinion, are the only way to go here. Add them in to your cheese and butter. (If you are making this gluten-free, I would suggest doing 1/2 gluten-free bread crumbs and half grated parmesan cheese, making it 5 cheese mac&cheese!)

Sprinkle with some salt and that’s it.

Just take a fork and combine, slicing with the side of the fork further breaking down that butter and cheese and folding the bread crumbs into it.

Liberally sprinkle over top.

Don’t forget the extra dishes…. However, I want to say, if you are freezing some, great, add this on… but, if you are refrigerating until the next day, hold off on adding the topping until just before baking. If you refrigerate the panko, they tend to soften up, hard to have a crispy topping with softened bread crumbs.