Photo by Michael Piazza

With three kids it’s probably easy to guess what the number one-requested Thanksgiving side is every year. I love making macaroni and cheese, but after doing so many versions of it over the years—and selling tons of it early in my career—I’ve settled on this tried-and-true interpretation. A bit of classic sauce making, a ton of midwestern flavor and great ingredients make this hearty side a meal unto itself.

Serves 8–10



  • ½ pound butter

  • 1 cup flour

  • ½ gallon whole milk

  • 1 tablespoon ground nutmeg

  • 2 bay leaves

  • 2 tablespoons kosher salt

  • 1 tablespoon black pepper

  • 1½ cups grated white cheddar (Cabot Clothbound or any aged sharp cheddar)


  • 2 pounds cooked pasta (macaroni or any other short cut you like), undercooked by half recommended time

  • 2 cups grated white cheddar (Cabot Clothbound or any aged sharp cheddar)

  • 2 cups diced smoked ham (choose a good local one or use Edwards, Niman Ranch or VT Smokehouse)

  • 1 cup scallion greens, sliced razor thin

  • 2 cups frozen peas, keep frozen

  • 1 tablespoon coarsely ground black pepper

  • 1 tablespoon kosher salt

  • Bechamel Sauce, recipe above



  1. Preheat oven to 325°F.

  2. In a saucepan over low heat melt butter and flour together, whisking frequently and cook for about 20 minutes. The goal here is to slowly cook off the raw flour taste and not add any brown color.

  3. After 20 minutes, add remaining ingredients except cheese. Turn heat up to medium-high and whisk vigorously to blend milk into flour, then reduce heat and simmer until mix begins thicken. Stop cooking just short of a full boil and remove from heat; the sauce should be white with no brown color.

  4. Cool for at least 15 minutes, then stir in cheese and set aside at room temperature covered, stirring occasionally to prevent a skin from forming.


  1. In a large mixing bowl combine all of ingredients, reserving half of the cheese and 1/3 of the bechamel. Mix thoroughly and pour into a buttered casserole dish or a cast iron skillet. Spread top with reserved bechamel and cheese.

  2. Bake uncovered for 40 minutes, or until top of gratin is golden and bubbly. Cool 20 minutes before serving.

January 28, 2020

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