Sloppy Joe Mac and Cheese

Ingredients:

1 package 16-ounce elbow macaroni
¾ pound lean ground beef or ground turkey
½ cup finely chopped celery
1 can diced tomatoes, undrained
1 6-ounce tomato paste
½ cup water
1 envelope sloppy joe mix
1 small onion, finely chopped
1 tablespoon butter
1/3 cup all-purpose flour
½ teaspoon salt
¼ teaspoon pepper
4 cups 2% milk
8 ounces Velveeta cheese, cubed
2 cups shredded cheddar cheese, divided

Directions:

1.  Cook macaroni according to package directions. 
2. Meanwhile, in a large non-stick skillet, cook the beef (or turkey) and celery over medium heat until meat is no longer pink and celery is tender; drain. 
3. Add the tomatoes, tomato paste, water and sloppy joe mix.  Bring to a boil.  Reduce heat; cover and simmer for 10 minutes, stirring occasionally.
4. Drain macaroni and set aside.  In a large saucepan, sauté onion in butter until tender.  Stir in the flour, salt and pepper until smooth.  Gradually add milk.  Bring to a boil; cook and stir for 1-2 minutes or until thickened.
5. Remove from the heat.  Stir in the processed cheese until melted.   Add macaroni and 1 cup cheddar cheese; mix well.
6. Spread two-thirds of the macaroni mixture in a 9x 13-inch baking dish coated with cooking spray.  Spread meat mixture to within 2 inches of edges.  Spoon remaining macaroni mixture around edges of pan.
7. Cover and bake at 375 degrees for 30-35 minutes or until bubbly.
8. Uncover; sprinkle with remaining cheddar cheese.  Cover and let stand until cheese is melted.