Makeover Sloppy Joe Mac And Cheese

• 1 package (16 ounces) elbow macaroni
• 3/4 pound lean ground turkey
• 1/2 cup finely chopped celery
• 1/2 cup shredded carrot
• 1 can (14-1/2 ounces) diced tomatoes, undrained
• 1 can (6 ounces) tomato paste
• 1/2 cup water
• 1 envelope sloppy joe mix
• 1 small onion, finely chopped
• 1 tablespoon butter
• 1/3 cup all-purpose flour
• 1 teaspoon ground mustard
• 3/4 teaspoon salt
• 1/4 teaspoon pepper
• 4 cups 2% milk
• 1 tablespoon Worcestershire sauce
• 8 ounces reduced-fat process cheese (Velveeta), cubed
• 2 cups shredded cheddar cheese, divided

1. Cook macaroni according to package directions. Meanwhile, in a
2. , cook the turkey, celery and carrot over medium heat until meat is no longer pink and vegetables are tender; drain. Add the tomatoes, tomato paste, water and sloppy joe mix. Bring to a boil. Reduce heat; cover and simmer for 10 minutes, stirring occasionally.
3. Drain macaroni; set aside. In a large saucepan, saute onion in butter until tender. Stir in the flour, mustard, salt and pepper until smooth. Gradually add milk and Worcestershire sauce. Bring to a boil; cook and stir for 1-2 minutes or until thickened. Remove from the heat. Stir in the process cheese until melted. Add macaroni and 1 cup cheddar cheese; mix well.
4. Spread two-thirds of the macaroni mixture in a 13x9-in. baking dish coated with cooking spray. Spread turkey mixture to within 2 in. of edges. Spoon remaining macaroni mixture around edges of pan. Cover and bake at 375u0b0 for 30-35 minutes or until bubbly. Sprinkle with remaining cheddar cheese; cover and let stand until cheese is melted.

elbow macaroni, lean ground turkey, celery, shredded carrot, tomatoes, tomato paste, water, onion, butter, flour, ground mustard, salt, pepper, milk, worcestershire sauce, cheese, cheddar cheese

Taken from www.tasteofhome.com/recipes/makeover-sloppy-joe-mac-and-cheese/ (may not work)