Nik's Mac & Cheese Guidelines (take these measurements as approximate) 3 T butter 3 T Flour 3 Cups of Milk 4 oz Cream cheese (makes it smooth & creamy. the more you add the smoother it gets) 3-4 Cups grated orange Cheddar cheese (it's impossible to have too much cheese) 1 tsp Worchestshire sauce (maybe more if it tastes like it needs it) Salt Pepper Garlic powder (just a sprinkle) ~1/2 to 3/4 lb elbow Macaroni Plain bread crumbs Limber up & be on good terms with your balloon whisk. Start the water for the macaroni. You'll be cooking it while you make the sauce. It should end up en dente. In a decent sized sauce pan over medium heat, melt the butter & whisk in the flour making sure there are no clumps. The mixture should be a thick fluid (like runny cream of wheat). If really runny, add flour. If dry/ clumping, add butter. Keep whisking the flour- butter until it browns lightly. (viola! you just made a roux) Add the milk while whisking vigerously to prevent clumping. Whisk lightly while this mixture slowly boils and thickens some. (hey! you now have a bechamel sauce) Add the cream cheese. This will thicken it nicely. Add grated cheese. Add salt & pepper to taste. Add worchestshire sauce & garlic powder. Stir until smooth. (mmm... orange goo.) Dump the cooked, drained macaroni into a greased, lasagne type pan. (I usually just use cooking spray.) Pour the cheese sauce over the macaroni, & stir it a little to make sure they are all coated. Cover top with bread crumbs. Sprinkle some grated cheese on top. Bake at 350 for about 30 minutes. The top will brown & the sauce will bubble. Fun things to add/ change for adults.... -Cheeses from around the world: I've been known to just grab an assortment from the fridge. (hey! this is still good. Let's use it up.) Warning: Be sparing with smoked cheeses. -Go herb friendly: Parsley and/ or any herb that goes well with the cheese(s) you happen to use. -Rasta! red, gold, & green: Cheese friendly veggies are nice. Like topping with fresh tomatos right before serving. mm mm good! Or mix in some fresh broccoli florets before baking. -Texturize! Ziti, spirals, etc... any "bite sized" pasta works. As does flavored pasta like spinach.