Step 1

Preheat the oven to 350 degrees F. Spray 9 x 13 baking dish with non-stick cooking spray.

Step 2

Fill a large pot 3/4 full with water. Add in 1/2 teaspoon of salt to the water and bring to a boil. Cook pasta 1-2 minutes less than the package directions because the pasta will continue to cook in the oven.

Step 3

While pasta is cooking, heat a large skillet over medium heat. Add in butter. Let butter melt and then stir in flour. Make sure to constantly stir so the flour doesn't burn.

Step 4

Slowly pour milk into the mixture. Keep stirring until the mixture becomes smooth and starts to bubble. Once it bubbles, stir and cook for 3-4 minutes or until it starts to thicken. Stir in nutmeg, paprika, 1/2 teaspoon salt, and ground black pepper.

Step 5

Stir in Velveeta. Keep stirring until cheese melts.

Step 6

Once it's smooth, stir in cooked, drained pasta with the creamy sauce. Mix to cover all of the pasta with cheese sauce.

Step 7

Carefully pour mixture into the prepared casserole dish. Top with shredded cheddar cheese. Bake for 10 minutes. If you would like to brown the top, broil for 2 minutes.