Bring a large pot of salted water to a boil.

Cook the elbow macaroni until just barely al dente according to package directions. Mine usually takes around 1 minute less than the box says.

Drain the pasta and set it aside.

Don’t overcook it because the pasta keeps cooking in the oven later.

The first time I made this Pepper Belly Pete Mac and Cheese Recipe, I accidentally cooked the noodles too long and the baked version turned mushy.

If you haven’t roasted the poblano yet, place it directly over a gas flame or under the broiler until the skin chars.

Transfer it to a bowl and cover for about 5 minutes. This helps loosen the skin.

Peel away most of the charred skin and chop the pepper.

In a skillet, melt 2 tablespoons butter over medium heat.

Add the jalapeño, poblano, and red bell pepper.

Cook for about 5 minutes until softened and fragrant.

The kitchen smells amazing at this point because the smoky peppers mix with the butter.

Set the peppers aside.

In a large saucepan, melt the butter over medium heat.

Whisk in the flour and cook for about 1 minute until smooth.

Slowly pour in the milk while whisking constantly so lumps don’t form.

Add the evaporated milk and continue stirring.

Cook for about 4 to 5 minutes until the sauce thickens slightly.

Lower the heat.

Add the cream cheese and stir until melted.

Gradually add the cheddar, Monterey Jack, and smoked gouda.

Stir slowly until the cheese melts completely into a smooth sauce.

Add garlic powder, onion powder, smoked paprika, black pepper, and salt.

The sauce should look silky and creamy.

If it seems too thick, add a splash of milk.

I noticed rushing the cheese step can make the sauce separate slightly, so now I add the cheese slowly.

Add the cooked peppers to the cheese sauce.

Stir in the cooked macaroni until fully coated.

At this stage, taste the mixture and adjust seasoning if needed.

Sometimes I add a tiny extra pinch of smoked paprika for more smoky flavor.

In a small bowl, combine the panko breadcrumbs, melted butter, and parmesan cheese.

Mix until the crumbs are lightly coated.

This topping gives the baked mac and cheese that crispy golden layer.

Preheat your oven to 375°F.

Pour the macaroni mixture into a greased 9x13 baking dish.

Spread evenly.

Sprinkle the breadcrumb topping across the surface.

Bake uncovered for about 20 minutes until bubbling around the edges and golden on top.

If you want extra browning, broil for 1 to 2 minutes at the end.

Just watch it carefully because breadcrumbs go from golden to burned pretty fast.

Let the mac and cheese sit for about 5 minutes before serving.

This helps the sauce settle slightly.

Top with bacon, green onions, jalapeños, or hot sauce if desired.

Serve warm while the cheese is still creamy.