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A bowl of Flemings steakhouse mac and cheese with au gratin topping

Fleming's Steakhouse Mac and Cheese

A copy cat recipe for Fleming's Steak House Chipotle Macaroni and Cheese. The creamiest mac and cheese recipe you'll find.
Course Pasta
Cuisine American/Mexican
Prep Time 30 minutes
Cook Time 45 minutes
Servings 12
Calories 622kcal


  • 1 pound pasta cavatappi or curly
  • 2 teaspoons salt
  • 1 tablespoon vegetable oil
  • 3/4 cup onion 1/2-inch dice
  • 1/2 cup unsalted butter 1 stick
  • 3 tablespoons all purpose flour
  • 2 cups heavy cream
  • 3 cups half and half
  • 2 teaspoons kosher salt
  • 1 teaspoon white pepper ground
  • 3/4 pound smoked cheddar cheese grated
  • 1/4 pound cheddar cheese grated
  • 1 tablespoon vegetable oil
  • 1 teaspoon dried chipolte chili chipotle chili powder
  • 3/4 cup panko bread crumbs


  • Preheat oven to 350 degrees F. In a large pot, bring 1 gallon of water to boil. Add 2 teaspoons salt and pasta and cook for 8 - 9 minutes
  • Drain pasta and cool under cold running water. Pasta should be slightly firm. Toss drained pasta in oil and reserve
  • Melt butter in a large sauce pot over medium heat. Add onions and saute for 4 - 5 minutes.
  • Add flour and cook 1 - 2 minute but do not brown.
  • Add cream, half and half, kosher salt and white pepper.
  • Bring pot to a simmer. Cook until sauce is thick, about 5 - 6 minutes Blend cheese into sauce and add cooked pasta.
  • Pour pasta and sauce into a large baking dish casserole. Reserve.
  • In a saute pan over medium-high heat, add oil. Once the oil is shimmering, add bread crumbs and chipotle chile powder. Stir over medium heat for about a minute. Sprinkle bread crumbs over macaroni and cheese and bake for 20 minutes.



Make Ahead: You can cook the casserole ahead of time and either freeze it or keep in in the refrigerator for a day ahead of show-time. If the casserole is frozen, let it come to room temperature before reheating. Reheat in a 200 degree oven, until nice and warm. You don't want to re-cook the casserole, just heat it up. 
Can you freeze this casserole? Yes. Like any cheesy casserole, you can cook this mac and cheese and freeze it for a later date, or you can freeze left-over portions.
Reheat recipes like this in more manageable individual or small portions. Rather than trying to reheat an entire casserole. And use the microwave. Add a drizzle of liquid (milk or water that you've cooked the pasta in) to rehydrate the pasta. Pasta seems to soak up liquid as it sits in the fridge. Reheat in 30 second intervals and use that 50% power feature on the microwave. It will help keep it from becoming greasy.


Calories: 622kcal | Carbohydrates: 38g | Protein: 18g | Fat: 45g | Saturated Fat: 28g | Cholesterol: 137mg | Sodium: 1081mg | Potassium: 252mg | Fiber: 2g | Sugar: 2g | Vitamin A: 1412IU | Vitamin C: 2mg | Calcium: 381mg | Iron: 1mg