Prep Time
15 Mins
Broil Time
15 Mins
Stand Time
10 Mins
Cook Time
7 Mins
Bake Time
40 Mins
Makes 8 servings

How to Make It

Step 1

Broil chile peppers on an aluminum foil-lined baking sheet 5 inches from heat about 5 minutes on each side or until chiles look blistered.

Step 2

Place chiles in a zip-top plastic bag; seal and let stand 10 minutes to loosen skins. Peel chiles; remove and discard seeds, and cut chiles into strips. Set aside.

Step 3

Prepare macaroni according to package directions; drain and set aside.

Step 4

Melt butter in a Dutch oven over low heat; whisk in flour until smooth. Cook 1 minute, whisking constantly. Gradually whisk in cream and milk; cook over medium heat, whisking constantly, 5 minutes or until mixture is thickened and bubbly.

Step 5

Stir in 2 3/4 cups Monterey Jack cheese, crumbled goat cheese, and salt until smooth. Stir in roasted chiles and macaroni.

Step 6

Spoon mixture into a lightly greased 13- x 9-inch baking dish. Top evenly with Italian-seasoned breadcrumbs and Parmesan cheese.

Step 7

Bake at 375° for 40 minutes. Remove from oven, and sprinkle evenly with remaining 1/4 cup Monterey Jack cheese.

Step 8

Broil 5 inches from heat about 3 to 5 minutes or until cheese is golden and bubbly.

Ratings & Reviews

BethAnnM's Review

November 29, 2008
This dish is amazing! The best mac and cheese that I have ever had. It was such a big hit at Thanksgiving that I had to make it twice.

Melhoney1's Review

March 28, 2011
Not spicy in the least bit if you are worried. Poblanos are not hot. Man this was cheese heaven. I prepared it with a small garden salad. So fabulous!

Tessa63's Review

October 11, 2010
This recipe was so tasty. It has quickly become a favorite in our house.

jpaul113's Review

November 29, 2013
I'm new to cooking. This was my first Mac and Cheese recipe I've tried. I diced the peppers and used feta cheese instead of goat. It was fabulous!

WhitneyMaass's Review

June 08, 2012
Very good! This was the first "cream sauce" mac and cheese that worked for me!

Dnorde's Review

November 22, 2013

CLdiva's Review

January 01, 2013

sparklyredshoes's Review

August 13, 2014
I thought this was delicious! I used whole grain elbows which are sold in slightly less amount than regular. I added 1/4 teaspoon of turmeric for color and one teaspoon each of chili powder and cumin for a little extra flavor. It came out great. I like that it wasn't dry, which can be an issue for baked Mac and cheese. I served it with the grilled Mexican corn with crema and also the spiced chicken thighs (both Cooking Light recipes). I would definitely make this again! We had 6 adults eating large portions, and we still had half of it left, so you can easily get more than 8 servings out of it.

thesandman's Review

April 27, 2011
I've made this a bunch of times, and it just keeps getting better and better. To make it a little healthier, you can use ghee instead of butter, cut the whipping cream to 1cup and add 2CUPS of milk, and use lowfat cheese if you can. AWESOME!!

LeslieCT's Review

August 22, 2010
I have tried several Mac & Cheese recipes looking for that "WOW" factor... and this one is it! My guests went back for 2nd and 3rd helpings and left no room for dessert! The only change I made to the recipe was using Chipotle peppers instead of the ones recommended. One to two tablespoons chopped is all you need. It added a little more "zip" but still kept that Texas taste. This recipe paired well with Ribeye steaks and steamed veggies from the garden.