- Bring a large pot of water to a boil. Add a good amount of salt. The salter is as salty as the sea! Cook macaroni according to the packet instructions. Drain.
- Melt butter in a saucepan over medium heat.Stir in flour, salt, and pepper until smooth, about 3 minutes. Slowly pour milk into butter-flour mixture continuously stirring until mixture is smooth and bubbling for about 5 minutes. Add cheese, ham, spinach and sun-dried tomatoes. Mix well. Fold macaroni into the cheese sauce until coated.
- Top with more cheese and toppings and bake for 15-20 minutes until golden and crispy.
- Serve immediately.