Melt 3 Tbsp. butter in medium saucepan on medium heat. Whisk in flour; cook 2 min., stirring constantly. Gradually stir in milk. Bring to boil; cook and stir 3 to 5 min. or until thickened. Add VELVEETA; cook 3 min. or until melted, stirring frequently. Stir in macaroni.
Spoon into 2-qt. casserole sprayed with cooking spray; sprinkle with cheddar. Melt remaining butter; toss with cracker crumbs. Sprinkle over casserole.
Bake 20 min. or until heated through.
Stir in 1/4 cup OSCAR MAYER Real Bacon Bits with the cooked macaroni.
Substitute KRAFT Deluxe Pasteurized Process American Cheese for the VELVEETA.
Calories From Fat
% Daily Value*
Total Fat 22g
Saturated Fat 13g
Trans Fat 0g
Total Carbohydrates 44g
Dietary Fiber 2g
* Percent Daily Values are based on a 2,000 calorie diet.
5 servings, 1 cup each
* Nutrition information is estimated based on the ingredients and cooking instructions as described in each recipe and is intended to be used for informational purposes only. Please note that nutrition details may vary based on methods of preparation, origin and freshness of ingredients used.