an off-white and brown bowl filled with chili macaroni and cheese topped with shredded cheddar cheese and sitting on a beige napkin
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Chili Mac and Cheese

This Chili Mac and Cheese is comfort food at it's finest, and makes the perfect cold weather meal!
Prep Time15 mins
Cook Time15 mins
Total Time30 mins
Course: Main Course
Cuisine: American
Keyword: chili, beef, macaroni, pasta, cheese, comfort, recipe
Servings: 8 Servings
Calories: 684kcal
Author: Lisa Johnson


  • 1 Tablespoon olive oil
  • 1 pound 80/20 ground chuck
  • 1/3 cup all-purpose flour
  • 2 1/2 cups whole milk warmed (I used Unsweetened Cashewmilk)
  • 1/2 teaspoon sea salt
  • 1/4 teaspoon ground black pepper
  • 2 teaspoons chili powder
  • 1 teaspoon onion powder
  • 1 Tablespoon ground mustard powder
  • 1 teaspoon ground cumin
  • 8 ounces cheddar cheese grated (almost 3 cups + more for garnish)
  • 32 ounces Bush's Chili Beans in mild chili sauce 2) 16oz cans
  • 1 pound box elbow macaroni cooked and drained


  • Heat the olive oil in a large Dutch oven, then add the ground chuck and cook until no pink remains.
  • Using a slotted spoon, remove the ground beef and place in a bowl. Set aside.
  • Lower the temperature to medium-low. Whisk the flour into the remaining oil in the Dutch oven and cook for 1 to 2 minutes.
  • Whisk in the warmed milk {I heat mine in the microwave for 2 minutes on HIGH}.
  • Add the spices and seasonings, continuing to whisk mixture until it starts to simmer and thicken, about 6 to 8 minutes.
  • Remove from heat and add the grated cheese in batches, stirring between until melted.
  • Stir in the browned beef and the drained pasta.
  • Check for flavor adding more chili powder if needed. Garnish with additional grated cheese and serve.


  • There is enough heat for me, or a picky five year old, but some of you may wish to kick things up a bit with more cayenne pepper or maybe some hot sauce!
  • I used Bush’s Chili Beans because I like them, and because they are the ones that are sold in the grocery store. I have never tried any other brands so I do not have any substitutions for you.
  • I warm the milk for about 2 minutes in the microwave so it does not hit the hot flour/oil mixture and seize up….aka make lumps!
  • If your pasta or ground beef have cooled down too much while you were making the cheese sauce, simply reheat on medium-low.


Calories: 684kcal | Carbohydrates: 64g | Protein: 33g | Fat: 32g | Saturated Fat: 14g | Cholesterol: 96mg | Sodium: 996mg | Potassium: 848mg | Fiber: 7g | Sugar: 6g | Vitamin A: 940IU | Vitamin C: 1.9mg | Calcium: 372mg | Iron: 6.5mg