Homemade Mac and Cheese Casserole

This post may contain affiliate links. Please read my disclosure policy.

Homemade Mac and Cheese is a rich, creamy casserole that is truly a show stopper! Not only is this creamy macaroni and cheese recipe easy to make it, has a special ingredient making it extra delicious!

This dish has so much velvety cheese in a quick homemade sauce that, once you try it, this is going to be the only baked macaroni & cheese dish you’ll ever need!

Scooping mac and cheese out of a white casserole dish

Hello, my name is Holly and I am addicted to Macaroni and Cheese.  It doesn’t even have to be fancy, I love crock pot mac & cheese, stove top mac and cheese, baked mac and cheese or even out of a little blue box.

Of all of the mac and cheese recipes, *this* little gem right here is the best mac and cheese recipe ever and always gets rave reviews!

How to Make Homemade Mac and Cheese

Making homemade macaroni and cheese (including this 5-star recipe) is surprisingly easy and quick!

  1. Pasta This mac and cheese casserole starts with elbow macaroni that are slightly undercooked so they don’t get mushy when it’s baked. Any short pasta will work.
  2. Sauce A classic cheese sauce with lots of cheese. Sharp cheddar adds great flavor (more on the sauce below)
  3. Topping For this casserole, I’ve kept it simple with more cheese on top. You can add a breadcrumb topping if you’d like.

Homemade Macaroni and Cheese on Plate next to serving dish

About This Homemade Mac and Cheese Sauce

The sauce for this easy homemade mac and cheese is a classic roux based cheese sauce.  Roux sounds very fancy but truthfully once you make a roux, you’ll realize how easy it is! It’s just butter and flour cooked and then milk added so don’t let it scare you away!

The results of creating a roux based sauce means your macaroni and cheese is going luscious and velvety smooth every single time. This allows the cheeses to melt in evenly and perfectly for this casserole.

To add to the creaminess of this dish, I combine a little bit of milk and a little bit of light cream (I use a cream that is about 10-12%MF or half and half).

Homemade mac and cheese in serving dish with scoop taken out

What Cheese Is Best For Mac and Cheese?

Sharp Cheddar is my first choice for flavor however you can certainly use your favorite cheeses. Mix it up and use a bit of gruyere, or even pepperjack for a little kick. If you have bits of cheese leftover, you can combine them all together in this easy homemade mac and cheese sauce.

Now, this recipe has a special ingredient that is a little bit unconventional but makes it extra yummy…  AND it is optional. The addition of cheddar soup makes the sauce a little bit extra velvety and just adds a little something.

I think it’s much better than Mac and cheese with Velveeta!  The addition of the cheddar cheese soup to this recipe is something you definitely should try!  (You can find it at your local grocery store with the other condensed soups or online here).

Cheese Tip: Buy a block of cheese and shred it yourself. Pre-shredded cheeses don’t melt the same way as they have additives to keep them from clumping/sticking.

Making Homemade Macaroni and Cheese is not difficult but below are a few simple tips to make sure it turns out absolutely perfectly every single time!

A serving spoon of gooey macaroni and cheese with on the table

Tips to Make Homemade Mac and Cheese

  • Cook your pasta al dente (firm) as the noodles cook extra in the sauce and you don’t want them mushy.
  • Don’t forget to salt your pasta water.
  • While not everyone agrees with rinsing the pasta after cooking, in this particular recipe it stops the noodles from cooking and the sauce is created with a texture that pairs perfectly with the rinsed noodles.
  • A sharper cheddar cheese will add a stronger cheese flavor.
  • Pre-shredded cheeses contain additives to keep it from sticking together which affects the way it melts.  The sauce is best if you shred your own cheeses.
  • Allowing the baked macaroni and cheese to rest for a few minutes after baking will thicken the sauce.
  • Most importantly of all… Do not over bake this recipe.

When cooking your macaroni noodles, cook them according to the package directions but you want them to be still firm.  If your package says 6-8 minutes, just cook them 6…  you get the idea. I choose not to top this baked macaroni casserole with a bread crumb mixture but if you really like bread crumbs on your macaroni and cheese, by all means, add some!

How to Make a Bread Crumb Topping

Combine the following and sprinkle over your casserole before baking.

  • 3/4 cup bread crumbs (Panko Bread Crumbs are best)
  • 3 tablespoons melted butter
  • 1 cup sharp cheddar cheese
  • 1 tablespoon parsley (optional)

This recipe makes an extra saucy creamy macaroni.  Do not over-bake this recipe.  You want it creamy and rich, over-baking will cause it to dry out.

I find that 20 minutes was perfect in my oven…  note that the recipe will thicken slightly while standing.

More Macaroni Recipes You’ll Love

Homemade Mac and Cheese
4.77 from 92 votes
Review Recipe

Homemade Mac and Cheese Casserole

Prep Time 20 minutes
Cook Time 25 minutes
Total Time 45 minutes
Servings 8 servings
Author Holly Nilsson
Course Main Course
Cuisine American
This homemade Mac and Cheese Casserole is the best you've ever had. Tender noodles in a velvety sauce for the perfectly irresistible dish!!


  • 12 oz dry macaroni
  • 1/4 cup butter
  • 1/4 cup flour
  • 1 1/2 cups milk
  • 1 cup light cream about 10-12% MF
  • 1/2 teaspoon dry mustard powder
  • 1 teaspoon onion powder
  • salt & pepper to taste
  • 1 can condensed cream of cheddar soup optional 10.75oz
  • 4 cups sharp cheddar divided
  • 1/2 cup fresh parmesan cheese

Follow Spend with Pennies on Pinterest


  • Preheat oven to 425 degrees.
  • Cook macaroni according to package directions. Drain and run under cold water.
  • Melt butter over medium heat in a large saucepan. Whisk in flour and let cook 2 minutes while stirring. Slowly whisk in cream, milk, mustard powder onion powder, salt and pepper to taste. Cook over medium heat while stirring until thickened.
  • Remove from heat and stir in parmesan cheese & 3 cups cheddar cheese until melted. Add soup if using.
  • Toss cheese sauce & macaroni noodles together. Pour into a greased 9×13 pan. Top with remaining cheese.
  • Bake 18-24 minutes or until bubbly. Do not over cook. Cool 10-15 minutes before serving.

Nutrition Information

Calories: 547, Carbohydrates: 38g, Protein: 24g, Fat: 32g, Saturated Fat: 20g, Cholesterol: 100mg, Sodium: 529mg, Potassium: 230mg, Fiber: 1g, Sugar: 3g, Vitamin A: 1020IU, Calcium: 554mg, Iron: 1.2mg
Keyword baked, casserole, homemade mac and cheese, macaroni and cheese

Creamy Mac and Cheese Casserole

This Creamy Macaroni and Cheese Casserole is a show stopper! It's easy to make with tons of rich cheese sauce and a specail ingredient making it extra delicious!

More recipes you’ll love

Crock Pot Mac and Cheese

Cheese and Macaroni in a Crockpot

Instant Pot Mac and Cheese

Instant Pot Mac and Cheese in a white bowl with fork



This homemade Mac and Cheese Casserole is a show stopper with oodles of noodles and and luscious cheesy sauce! #spendwithpennies #macandcheese #macaroniandcheese #bakedmacaroni #macandcheesecasserole
This homemade Mac and Cheese Casserole is a show stopper with oodles of noodles and and luscious cheesy sauce! #spendwithpennies #macandcheese #macaroniandcheese #bakedmacaroni #macandcheesecasserole

More Recipes You'll Love

About the author


pinterest facebook twitter instagram

Holly is a wine and cheese lover, recipe creator, shopping enthusiast and self appointed foodie. Her greatest passion is creating in the kitchen and making deliciously comforting recipes for the everyday home cook!

More Posts by Holly

Latest & Greatest Dishes

Leave a Reply

Your email address will not be published. Required fields are marked *


    1. Hi Jill, the mac and cheese won’t be as creamy but that should work. Let us know how it turns out!

      1. I did 4oz of cream cheese and An additional 1/2 cup milk instead to make up for the lack of cream… came out delicious!

  1. I really wanted to try this tonight but bought heavy cream instead of half and half. Should I go back to the store? Thoughts??

  2. I’m making this tonight for dinner. I’m curious is a serving going to be 1c of the creamy Mac n cheese or a 1/2c?
    What is the correct serving for the calorie calculations?! Thank you!!

    1. Hi Melissa, these would be approximately 1 cup servings and the nutrition information shown is for that serving size. Enjoy!

  3. You don’t have to make a roux, Easier to make a white sauce. Some milk and corn starch mixed in a cup/bowl in way easier.4 stars

  4. This is so good. I use mild cheddar cheese and Velveeta cheese instead of Parmesan cheese. It’s so cheesy. My grand children love it.

  5. This recipe is amazing. I followed all the “tips” and used the Cheddar Soup. I used about 3 cups of a generic sharp cheddar and made up the other cup with Gruyere and a really sharp Cabot cheddar.

    I served it at mu 11 year old’s sleepover party. It was an amazing success. All said it was the best mac n cheese they ever had. I had to agree LOL!5 stars

  6. If anyone thinks this is good with panko crumbs, which are kinda bleh, you need to tear up pieces of white bread into large crouton size pieces, mix them with butter, and cover the top with it. Then you will have eaten the best mac and cheese ever.

    1. Yes, I’ve made this recipe ahead of time. I’d suggest you ensure your pasta is very al dente and taking it out of the fridge at least 30 minutes before baking. You may need to adjust the cooking time slightly to ensure it is heated through. Enjoy!

  7. Brought this to a holiday party and everyone devoured it. I made a few slight modifications based on what I had in my pantry: I used the half and half as directed in the recipe but only had 1/2 cup of 2% milk so I added 1 cup of almond milk. I also didn’t have Pablo breadcrumbs so I used regular progresso bread crumbs for the crumb topping. I also followed the bread crumb recipe but after topping it on the Mac and cheese, I sprayed the top with olive oil spray to ensure it would brown. We loved this!5 stars

  8. This is the only recipe for mac and cheese that my husband and I mutually loved. I will definitely keep this one on hand.5 stars

  9. My go to recipe for mac and cheese. Thank you so much for sharing! I’ve used this recipe for several years now and it’s alway a hit. I truly believe the cheddar soup is key to the creaminess and goodness. However, I’m wondering if you have tried making it with homemade cheddar soup?5 stars

  10. Hi!! I’m super excited to make this for thanksgiving but I have one question: does that soup need to be made and hot before adding?? Also, will it turn out bad without the bread crumbs ? Thank you!

    1. The soup does not need to be hot, it is added directly from the can (no milk or water added to it). I personally prefer it without bread crumbs. Happy Thanksgiving!

  11. Will be making this for Thanksgiving also! Will this be enough for 12-15 people or should I double the recipe? Also, rules on baking this ahead of time? 24hrs ahead!

  12. Hello! I definitely want to try this recipe for Thanksgiving, but I do have one question. Will the Mac and Cheese come out dry if I don’t add the condensed cream of cheddar soup?

      1. I added the condensed cheddar cheese soup and I have to say this recipe was delicious! Very happy! Thank you for sharing! Happy Thanksgiving!

  13. I have made this recipe several times. It’s a favorite of everyone! I have added some things occasionally; like crumbled bacon and that’s loved too. It’s super easy and it does make a HUGE difference shredding your own cheese. I’ve had so many people ask me to make this for events, holidays etc… Soooo I actually bought the cheese grater attachment for my kitchen Aid. It makes things go by so much faster. I’m currently making some for my daughter as I write this. Thank you for this!!5 stars

  14. Hello, I love this recipe! I am making it again tonight for some of my friends. I was wondering if there is a substitute for the flour such as corn starch? One of our guests cannot have gluten.

    1. Hi Peggy, we have not tried but I think that would work. I would suggest making sure it is well covered to ensure it doesn’t dry out. Let us know how it turns out!

    1. Hi Brenda, Definitely! Ensure your pasta is very al dente and take it out of the fridge at least 30 minutes before baking. You may need to adjust the cooking time slightly to ensure it is heated through. Enjoy!

  15. This is by far one of the best mac and cheese recipes I’ve ever tried. And I’ve tried LOTS!! Would you consider updating your quantities to accommodate a full pound of pasta?5 stars

    1. So happy you loved it Jen! Other readers have made this recipe with a pound of pasta, you will want to increase your cheese sauce to still have that same creamy goodness.

    2. I use a whole pound of pasta every time I make this recipe (and I use it a lot)! I have never increased the ingredients for the sauce and There is still plenty of sauce and it comes out nice and creamy, I do always use the cheddar soup and I think that probably helps with using the extra pasta

  16. I am glad that I found this recipe. We have not made it yet, but we will. It is very hard to find a good recipe for “Baked Macaroni and Cheese with Bread Crumb Topping” We used to the Kraft’s Homestyle M&C that had a panko-like bread crumb, but they quit selling it. Many people (millions maybe) are mad because Kraft quit selling it.

    Since then, wife and I have tried many, many attempts at attempting to get the topping correct. So, I sure hope that this one will replicate that.

    Also, we are longtime readers of your Blog. Glad it is growing so quick. You are really doing a good job. Keep at it …

    1. Thanks David! We are happy to have you along for the journey! You will have to let us know what you think of the Mac & Cheese David! Hopefully it is as good as you remember!

  17. This is my go to mac and cheese recipe!! Absolutely delicious. Recently made 5 different Mac and cheese recipes to find the best and this recipe was the winner! So yummy5 stars

  18. This is hands down, the BEST macaroni and cheese I’ve ever had! I added a Panko crust before baking and added a little paprika and chili pepper flakes for a little kick.5 stars

  19. I made this recipe tonight, and it was AMAZING. The only difference I did was the cheese. 8 Oz Fontina, 8 Oz gruyere, and 16 Oz extra sharp cheddar. Try it sometime! Seriously incredible!

    I’m wondering what the BEST away to reheat this is? I doubled the recipe, thinking we would have guests for dinner, but they cancelled at the last minute! Now I have enough for a small army.

    1. I am so glad you enjoyed the recipe Marissa! I suggest reheating slow and low for best results!

    1. Hi Kris,
      Yes you can prep ahead of time. I would recommend if you use a glass casserole dish that you allow it to rest for 20 minutes or so on the counter before putting it into a hot oven.

  20. Best Mac and Cheese ever!! I’ve been trying to find a creamy mac and cheese that doesn’t get dried out and this is just the best. THANK YOU!!5 stars

  21. I am 61 years old and never found my “go to” mac and cheese recipe until now. I do agree to increase the amount of noodles as it would be too saucy.

    This cheese sauce will be delicious with potato casserole recipe also!

    Thank you for a wonderful recipe.5 stars

  22. This recipe worked out great for me! Instead of 12 ounce of macaroni, I used the whole box which was 1 pound. Did a mix of sharp cheddar, mild cheddar, parmesan, and romano cheese. The leftovers were still good the next day! I always reheat leftover mac and cheese with a splash of milk to retain some creaminess. Will be adding this recipe to my recipe box. Thanks!

  23. Absolutely love this recipe.

    Would I be able to make the roux the day before and then continue the cooking process the following day at my destination? Want to bring to a BBQ but don’t have the time to make it beforehand and travel with it.5 stars

    1. I think that should work just fine. You’ll likely need to heat the cheese sauce on low to make it smooth again. Enjoy, this is my favorite! :)

  24. Holly, I thought that if you add the cheddar cheese soup, you would need to decrease one of the other liquid ingredients. But the recipe doesn’t indicate that. If the initial recipe is the perfect consistency, then doesn’t adding the soup make it too runny? Thx!

  25. Hi! I’ve been using your recipe for about 3 years now (ever since I found it)! I was wondering if you know if this can be a good freezer meal and what’s the best way to prep it that way? Thank you so much! #bigfan5 stars

    1. Hi Aaliya! I would recommend undercooking your noodles so they don’t get mushy during the baking process.

  26. Everyone loved it. I followed the recipe exactly, including the cheddar soup, except that I used a full 16 oz box of elbow noodles instead of the 12oz the recipe calls for. Next time I will use only 1/2 tsp onion powder and 1/2 tsp garlic salt instead. It even kept its creamy texture as it cooled down. I will definitely be using this recipe again!5 stars

      1. Hi Amber, yes they are the same thing, but can be called dry mustard, ground mustard or even mustard powder. I hope this helps!

    1. If you have it, I would highly recommend using it Amber. It adds a lot to the flavor and consistency of the dish.

  27. This is really outstanding! I didn’t have any mustard powder so I just used a little bit of yellow mustard instead. What a fantastic delicious taste !5 stars

  28. OMGosh! So very creamy, cheesy, and delish!
    I didn’t have the soup, so I used 10oz of homemade nacho cheese with jalapenos, and a splash of extra 1/2 & 1/2 to thin it a little.
    I’ve tried a million mac and cheese recipes, but this was the best BY FAR!5 stars

    1. I am so glad you liked this ma and cheese casserole recipe Erin! Homemade nacho cheese sounds like such a great spin on this dish!

  29. I just needed to say that I found your internet site via Goolge and I am glad I did so. Keep the good work and that i will make sure to bookmark you for when I have more spare time from the books. Thanks a great deal!

  30. I had a recipe that called for 1 1/2 cups of shredded guyuere cheese, 1 1/2 c of shredded Monterey cheese, 1 cup shredded sharp cheddar, and 1/4 cup shredded parmesan used for the top. Then I prepared the recipe, it tasted very lumpy from one of the cheeses. How can I tell which one? Can you used the parmesan cheese like you sprinkle on spaghetti in place of shredded? Thank you for your help!

    1. Did you shred your cheeses or buy pre-shredded? Pre-shredded can sometimes have additives and starches to keep them from sticking together in the bag which can interfere with how they melt.

    2. I think that you’re referring to the Parmesan cheese in a plastic jar. If so, DON’T use that! Buy a wedge of real Parmesan cheese & grate it yourself. I think that using the cheese in the plastic jar was your problem, since that (so-called) cheese doesn’t melt. I hope this comment helps.4 stars

  31. Hello,

    I am planning to make this recipe tomorrow and I want to use the cream of cheddar soup, but I cannot find it at any of my local stores. I was wondering if Campbells Cheddar Cheese Soup is the same thing? Thank you!

  32. Searched several recipes for a creamy mac & cheese. This turned out the best so far. I did not use the soup but will on my next go around. Can’t wait to try it! The family loved it!5 stars

  33. So good! We modified it a little bit to fit our guests. We made half with green chiles added (New Mexicans and their green chiles, sheesh), and the grown ups loved it. Also, instead of bread crumbs I used crush up cheezits, a trick my old boss taught me, and it added just a little something extra special. Great recipe!5 stars

  34. Hey thanks for posting this – the only comment I would make is – when i make a recipe for the first time, I follow the directions carefully . . . and there’s no point where it tells you to add the salt and pepper so mine seemed a little flat – if it’s not a lot of trouble to add that in somewhere, would help girls like me!

  35. This Mac & Cheese Casserole was very tasty. I made it when it was originally posted, and we LOVED it! I used “Cabot’s” white cheddar cheese, which I deem to be the best domestic cheddar. BTW, the word ‘macaroni’ is a broad term, so you need to specify ‘what kind of ‘macaroni’ to use,….”Elbow” macaroni, or whatever other type of pasta is being used in the recipe. I have a box of elbows in my pantry, and it says “Elbows” on the box, ….NOT “Macaroni”. To make a long story short, the words Macaroni & Elbows are NOT interchangeable. Nevertheless, the Mac & Cheese Casserole was incredibly delicious.4 stars

    1. So glad you loved it, I agree, Cabot is the best!! My box actually says “macaroni” but truthfully, any short noodle would work in this recipe.

  36. I made it. Very good! Used a little garlic powder w/ parsley instead of onion powder. Also FF half and half for cream. Always use white Xtra sharp cheddar cheese. I’ve have never put in soup before but it was good! We don’t like toppings so omitted it and added that cup of cheese to the recipe! Makes a big batch too! I divide it up before baking into several meals in foil pans or gallon ziploc bags and freeze! Share with family or to use later. Then we bake it till done and the top is crispy and lightly browned! Excellent!

  37. I really wanted to like this recipe but found it to be very bland. Even after doctoring it up with salt, pepper, and hot sauce there was very little flavor to it.2 stars

  38. I have been on a long search for the perfect creamy baked mac and cheese, and I have finally found it! When I tell you I have tried at least 10 recipes, that is no exaggeration. The tips about shredding your own cheese, not over baking, and rinsing the noodles were very helpful and make all the difference. I think the can of cheddar soup also helps with the creaminess (other recipes I have used before did not have that ingredient). Instead of using all sharp cheese, I used half medium cheddar and half seriously sharp cheddar. I don’t know if it made a difference in taste, but it turned out great! I will definitely be adding this to the rotation! Thanks for the recipe!5 stars

    1. Yes, I’ve made this recipe ahead of time. I’d suggest you ensure your pasta is very al dente and taking it out of the fridge at least 30 minutes before baking. You may need to adjust the cooking time slightly to ensure it is heated through. Enjoy!

  39. My mom made a baked Mac and cheese like this, but added cubed ham pieces, and topped it with bread crumbs. She would bring that to church pot lucks, and women’s lunches, and was always the one most asked for her recipe. I just wanted to share an alternative to your recipe.4 stars

    1. Yes, I’ve made this recipe ahead of time. I’d suggest you ensure your pasta is very al dente and taking it out of the fridge at least 30 minutes before baking. You may need to adjust the cooking time slightly to ensure it is heated through. Enjoy!

  40. Even when it was over baked and the soup was forgotten, everyone loved it. I made it for Thanksgiving and used the breadcrumb topping. Everyone requested I make it again for Christmas. Even my partner, who can’t stand mac and cheese. Originally it was baked the right amount of time, but people were late, so it got cold and we added a cup of water, and a little more than a cup of milk then baked it for 5-10 minutes. Wala, it was fixed.5 stars

  41. My husband and I love this Mac and cheese! I use the cheddar soup and do the topping. My husband needs meat at dinner so sometimes I add diced deli ham. Myself, I like it exactly as written in this recipe. I just bought the ingredients to make a double batch for a holiday party tomorrow. I know it’s going to be a hit! Thank you!5 stars

  42. I am constantly trying new versions of mac and cheese to continue to excite my family and friends as we are from deep south. Honestly, to obtain creaminess I used to use velveeta. Not anymore!!! Such a fan of the canned cheddar soup!4 stars

  43. This was, hands down, THE BEST mac and cheese I have ever made. And I am a mac and cheese connoisseur! I doubled the recipe, shredded my own cheese, it was a little labor intensive, but totally worth it. I did end up with about a cup or so of extra cheese sauce that simply did not fit with the macaroni even in our largest casserole dish. I baked it for about 35 minutes because the recipe was so large, and it turned out perfectly except for one thing. There was a lot of oil on top of the casserole but my husband sopped up most of it with a paper towel. I wonder if a breadcrumb instead of cheese topping would be better next time. This was a huge hit! Total crowd pleaser, my little nephew had 4ths!5 stars

    1. So glad that you loved the mac and cheese! Stay tuned for my baked mac and cheese with a breadcrumb topping – coming up soon!

  44. Made this to take to a friend’s house for Thanksgiving. My friend said it reminded her of her grandmother’s. Everyone loved it (even the worst critic…me.) It was so easy to make and so delicious. It made my favorites board on Pinterest!!! Thank you so much for ending my search to find the best mac and cheese recipe. Happy Holidays!!!5 stars

  45. By far best dish I’ve ever made. Made it for Thanksgiving and the whole family loved it. The crumbles on the top added a whole new level of flavor. My dish was the main attraction, it was even better than the turkey! Im only 14 and barely every cook, and I was able to make this. Definitely making it again for Christmas.5 stars

  46. Trying this recipe out today and very excited, however, I have 2 maybe 3 questions:

    Can I substitute milk for evaporated milk?
    Instead of using grated cheese, can we substitute for Velveeta cheese? and if able to use Velveeta cheese should I stick to regular milk or can I still use evaporated milk? (the last question only applies if the answer is yes to the first question)

    1. I haven’t tried this with evaporated milk, the recipe sauce is very creamy as written but I’m sure it would work fine.

      The flavor and texture of Velveeta cheese is quite different than a real cheddar so that would change the sauce. While it would still taste great, I haven’t tried it so I can’t say for sure. If you have shredded cheddar cheese, I think that would work best.

  47. Question about the cream – is it half and half or heavy whipping cream. I type in just cream in my grocery list online and those are the only types of creams (besides ice cream) that comes up. Which should I use?

  48. This is my go-to recipe! My family loves it! The only change I make is omitting the onion powder, just gives a strange flavor in my opinion. Otherwise this is a fantastic recipe! Thank you for sharing! 

    1. Yes, I’ve made this recipe ahead of time. I’d suggest you ensure your pasta is very al dente and taking it out of the fridge at least 30 minutes before baking. You may need to adjust the cooking time slightly to ensure it is heated through.

  49. Iit’s my favorite comfort food so I’ll give this recipe a try. The one my daughter-in-love makes is my favorite, so we’ll see how this recipe stacks up to hers.5 stars

  50. It is looking very delicious and I love macaroni. I was looking for nice recipe on macaroni and i have found one here on your website. Thank you very much for sharing this informative post with us.4 stars

  51. This is the best mac n cheese ever! The soup gave it a bit of a tangy flavor, and it’s so easy to do.  we cut the recipe in half, as it was just two of us, and it gave plenty for leftovers. My mom had seconds, and kept taking small spoonfuls until she probably had thirds, lol. My mom doesn’t care for leftovers, but as I was cleaning the kitchen, she said “be sure you have enough to take home, but if there’s enough, leave me some”. Oh, there was plenty, for both of us. My mom just heated her leftovers, but I added a tablespoon or two of milk to my leftovers before heating, which gave it a really creamy consistency.

    I was wondering, if one didn’t have the condensed soup on hand, could you just add a bit more grated cheese (maybe a mild cheddar instead of sharp to keep it from getting too sharp a cheese taste?) or would that change the consistency too much or make it harden?4 stars

    1. I’m so happy to hear that you and your mom loved this mac and cheese! This recipe is just great without the soup. You can leave it out! If adding more cheese, you may want to add a touch more moisture.

    1. Did you use prepackaged cheese or freshly grate your own cheeses? Did you remove your sauce from the heat before stirring in the cheese? Did you make the recipe ahead of time?

      1. I grated my own cheese (medium cheddar). I stirred it in after removing sauce from the heat. I did not make it ahead of time. I did use the soup.

        1. I can’t say for sure what went wrong, this recipe does come out with lots of smooth sauce when I make it. Sorry it didn’t work out for you.

  52. This is THE BEST mac & cheese ever!!  And we LOVE mac & cheese at our house.  Have tried several recipes I’ve found on line, and this one tops them all.  My husband says, “This is a keeper!”  Made it exactly as written — wouldn’t change a thing.  Such a nice blend of creamy, cheesy goodness. 5 stars

  53. I made this macaroni and cheese for the 4th of July and everyone loved it, especially my macaroni and cheese LOVING husband! He asked me to keep this recipe as my new go-to! So creamy and absolutely delicious!5 stars

  54. This was amazing! We made it without the bread crumbs on top and only baked for 10 min because we didn’t want to dry it out. We used the condensed cheddar soup and it was incredible. Thanks for the recipe!5 stars

  55. This was terrific! I had never made macaroni and cheese (other than the box kind). I added green onion, which was so good. I also used Ritz crackers, bacon bits, and finely diced swiss cheese for the crumble topping. Thank you so much! LOVE!5 stars

    1. I have easily doubled this recipe and it’s worked perfectly. Increasing the ratios as written will work just fine.

  56. I cooked this according to the recipe, and the sour cream curdled. I cooked it for the shortest amount of time also. It tasted ok, but it didn’t look as appetizing and obviously the texture was off. It definitely wasn’t worth the extra calories. Everyone at the family meal agreed that they preferred our classic Mac and cheese.

    1. Sorry to hear that it didn’t turn out for you. We’ve made this as written many times and it’s worked perfectly. Thank you for trying the recipe Lysa!

  57. I’d like to make this for a potluck tomorrow, but will need to use 16 Oz of pasta. What measurements should I use for the other ingredients if using the full 16oz box?

    1. I have not tried freezing this recipe. Often recipes with milk don’t freeze well so I can’t say for sure how it would work. Some readers have had success as you can see in the comments.

  58. After trying dozens of recipe 
    Finally a crowd pleaser 
    Kid and adult and even better the next day 

  59. OMGoodness this is sooo good!
    I added extra of everything and chopped up a precooked ham to add in. Rave reviews!5 stars

  60. As a big fan of this recipe that has made it several times, I thought I would add a few comments.


    1. Use the concentrated soup, regular cheddar cheese soup, not the low fat kind. The can of soup is the secret ingredient that adds just the right amount of “Goosh” to this mac.
    2. DONT put more pasta in this!! When you stir the al dente mac into the cheese sauce, it DOES look like it is wayy too saucey, but after it bakes for a half hour or so, the mac expands, and once you let it cool, it will be the perfect saucy consistency, not DRIED out!! I was a little confused about the 12 oz of mac, but used a 16 oz. box, and just took a little bit out.
    3. Use old school, regular macaroni. The Cavatapi pasta I have is thinner, and by the time you boil it and bake it, it doesn’t stand up as well and can be mushy.. Hope this helps! ENJOY!

  61. 1) many have asked about the soup – I find it adds an extra creaminess and also helps it retain the gooey goodness when reheated the next day (without it you get that separated oily yuck most bechamel-based sauces become when reheated)
    2) I sometimes use half gruyere/half sharp cheddar and sub nutmeg for the onion/garlic – yummm!5 stars

  62. This is SOOO good! I have tried three different recipes and they all failed. But this is exactly what you crave in a Mac and Cheese. I don’t think I will ever be able to serve the stuff in the box again. This was easier to make than I thought, extra bonus! I added some Creole because we like spicy! Amazing! Even the picky boy liked it!
    Thank you for the recipe and instructions!5 stars

  63. This is the second time I’m making this recipe. I liked it so much I’m making it again. One of the easiest & tastiest mac & cheese recipe I’ve ever tried & I think I tried quite a few. Keep up with the good recipe like this one!4 stars

  64. Just finished making this + serving it for dinner, and I just want to put out a BIG WARNING, you won’t be able to stop eating it!! This is a fantastic recipe that I’m sure I’ll use at least once a week :) only feedback would be that this recipe does make quite a bit of cheese sauce compared to the macaroni, so you could add some more Mac if you don’t like your Mac n cheese SUPER engorged in cheese sauce haha5 stars

  65. Oh my! Just got done making this delicious mac and cheese and it is so good!!! going to have to make this more often, and its so easy to make! Thanks for sharing love. 5 stars

  66. Questions: can I substitute corn starch for flour? If yes, please let me know of the process or how to add it.

    Thank you

    1. While I haven’t tried it, 1 part cornstarch replaces 3 parts flour so in this case you would need about 1 tablespoon + 1 teaspoon of cornstarch to replace the flour. The method would be different in that you would need to mix the cornstarch directly into the cold milk before adding it to the pan (and not into the butter beforehand).

      Please let us know how it works out for you!

  67. Awesome! Came out very creamy, did use the cheddar soup. Made topping which came out crunchy. Definitely will make it again. Hubby loved it!5 stars

  68. Thanks for the recipe. I made this one time to try and it’s my go to for gatherings now. Everyone at church specifically requests it along with my family. I adjust to whatever I have on hand. So I usually just use milk, but sometimes I will sub the Parmesan cheese with a Mexican blend and just Cheddar with a little seasoning salt. Yummo!! So glad I found this one, it’s for sure a keeper!!

  69. This was delicious! Made it for the super bowl and everyone loved it! I did put the panko crust on the top. Loved the creamy inside and crust texture on top! Followed recipe to a tee and no changes are needed. Thanks Holly!5 stars

  70. Wow! Wow! Wow! I made this Mac and cheese yesterday for super bowl Sunday! Gone! It was a big hit.Very creamy and tastey.I used Cavatappi pasta (16ozbox) I did add the Chedder cheese soup! Love it! Will be making this version again! Thank you Holly!

  71. Hi, Holly! Was looking for something for our Monday family dinner get together with kids, spouses & grandkids. Wanted a good, but simple mac and cheese that both the younger ones and the adults would like. Doubled the recipe and it was perfect! The only change (due only to my having just 1% milk, in an effort to make it a bit richer) was using only 1 cup of milk with 1/2 cup of fat-free half n half and 1 cup of regular half n half. Served it with a variety of hot sauces and fake bacon bits (as they were all I had). Great salad on the side and everyone loved it!

    Next time will have real bacon and perhaps some chopped up green onions as options as well. This will definitely be a go-to recipe in our household.

    Thank you!5 stars

  72. I made it without the cheese sauce and it was delish! Easy to follow recipe and measured out perfectly. I I will keep this one in rotation as everyone in my family loved it.5 stars

  73. I want to make this for a Mardi  Gras party. I want to add Cajun seasoning and cooked shrimp to recipe. What do you think?

    1. I want to make this Mac and cheese for a Mardi Gras party. do you think it would be okay with Cajun seasoning and  Cajun cooked shrimp?

  74. My husband loves cheese, so when I came across this recipe, I just had to try it. It turned out so great.
    I followed the recipe to the T. First time making without putting breadcrumbs on top. Mine cooked to brown on top. He liked it so much, he gave some to his mother and she loved it. Good recipe and easy and
    also liked the cheddar soup in it. Thank you.5 stars

  75. Holly is it necessary to use parmesan cheese? I’m going to make this for a large group of people. I know some of them don’t like parmesan.

    1. You can certainly leave it out. The parm just adds a kick of flavor. I’d suggest making sure you use a sharp cheddar if skipping the parmesan. :)

  76. I just mixed the cheese mixture with the pasta and holy cheese! It seems to me there is WAY too much cheese for this amount of pasta.  I can’t imagine that 20 minutes in a 350 oven is going to change the fact that the pasta is currently swimming in cheese! I’m in the process of boiling another box of pasta as we speak. 3 stars

    1. If you add extra pasta, it could potentially come out drier than intended. This recipe works perfectly as written and is intended to have a nice cheesy sauce.

      1. I am sure you did not mean this to be as defensive as it sounds.  As a long time follower all I could think was WOW!

        1. :) Not defensive, just wanted to let Sally know that if she adds more pasta and then bakes it risks coming out dry… it’s intended to be a bit more saucy than most mac & cheese recipes as I hate dry mac & cheese.

    2. I usually use either 16 oz or 18 oz of large/xlarge elbow macaroni instead of regular 12oz macaroni and it always turns out great. A lot of creamy sauce but never too much or too little.

  77. Tried it and omg it’s delicious! Such a big hit with out family, only thing I changed was adding a little more breadcrumbs with the topping to make it crispy, this had for sure become a family favorite5 stars

  78. I have never made homemade mac and cheese. I love it but my spouse does not. When I saw this recipe I decided to give it a try – and it was the best mac and cheese I have ever eaten and the only mac and cheese I will make from now on! I also added some cubed ham to it (about a pound and a half, cubed into bite size pieces) and made it our main course for dinner. My husband, who does not like mac and cheese at all, gave it a try, ate a huge portion of it and said 2 or 3 times how much he liked it! Thank you for this recipe, it is without a doubt the best mac and cheese ever!5 stars

  79. OMG. This is some damn good mac and cheese! I have tried tons of recipes and this is AMAZING! Perfect combination of baked and creamy. This will be my go to, for sure!

    I read through all the comments, so I just want to ask:
    1) Can you make it ahead of time and reheat
    2) I can’t find “light” cream. What else can I use?

    C’mon, people….spend five minutes reading the comments before you ask your question. Chances are, it’s been answered 15 times.5 stars

    1. I’ve made this twice and the first time I made it with half and half (for the light cream) and substituted evaporated milk (for the regular milk) because I only had skim on hand and didn’t think it would be “fatty” enough using skim.  The second time I made this I used heavy cream in place of the light cream and 1% milk for the milk. I also doubled the recipe using two 12oz bags of macaroni. Both times it came of perfect.  This recipe is pretty fool proof. 5 stars

  80. I made this for Christmas dinner with ham and apple compote. It was a hit! My vegetarian daughter said it was the best ever! Thanks,

  81. Love this one! I use the soup or dried mustard extra onion powder.
    I don’t use the bread crumbs just another type of cheese on top. 

  82. Ok, I’ve searched as much as I could through the comments. How many ounces is your canned cheese soup? I have a can that’s 14.75 and one that’s 10.75. Big difference so I don’t want to mess it up. 

  83. This is my go to when making Mac and cheese! Only change I make is omitting the onion powder and adding a dash of cayenne pepper! ALWAYS rave reviews from my family! 5 stars

  84. I made this without the soup, and added cream cheese with 2 cans tuna, paprika and peas for a more homemade casserole. Delish!!!5 stars

  85. If making this for the next day would you recommend doing all the directions when cooking and merely re heating it in the oven, or should I follow until the last step and baking it the day of? Sorry I’m still new to cooking.

    1. Just curious if Johnny (or anyone) ended up making a day ahead and then cooking day of? How did it turn out? I’m sure MANY people would love to make this ahead of time!

  86. I made this for Thanksgiving this year and it was excellent! I rarely ever comment on recipes, but had to on this one. Every mac and cheese that I have made, has been somewhat dry and never creamy, but not this one. It was super creamy and delicious – everyone loved it. Couple things that I wanted to note, is that I used half and half and also used freshly grated parm cheese, since that was all I had on hand and it worked perfect. I highly recommend this if you are looking for a creamy dish. Thanks for sharing this recipe – it will be made several times in the near future!5 stars

  87. Disappointed. I was hoping for and looking forward to a flavorful, creamy dish. It turned out bland and thick. I even used the optional can-o-cheese. Wasn’t kid approved either.2 stars

  88. Everyone raced over this dish. I will definitely make it every holiday. I did however leave out the can soup and added 1/2 cup sour cream and 4 ozs philly cream cheese. Delish!5 stars

  89. I made this dish for Thanksgiving Dinner. Well it was a hit. The whole family gobbled it up. I was definitely the show stopper. Now the family wants this mac & cheese more then just for Thanksgiving. Great receipt!!

  90. First off this is the best Mac and cheese ever! My grandmother in-law and her husband love it so much she asked me for the recipe. And for all of the people asking if it freezes well, it does. She makes big batches and freezes them in smaller containers so she can take out individual portions for dinner. When I make this I’ve used regular heavy cream every time and whatever milk I have on hand and it has been great each time. I use the soup every time, I can’t imagine not using it because of how creamy and good it makes it. Not dry like other recipes. The parmesan cheese just makes it that much more flavorful as well. I make this for every holiday and will be making it this Thanksgiving and Christmas as well.

    1. I have not tried freezing this recipe. Often recipes with milk don’t freeze well so I can’t say for sure how it would work.

  91. I would like to make this for Thanksgiving. My mom always makes her mac n cheese the day before by assembling it all with the cooked pasat and refrigeratin over night. Then she takes it out tops with cheese and bakes. This saves time for Thanksgiving Day. Have you premade this recipe? Do you think it will be okay to do that?

    1. Yes, I’ve made this recipe ahead of time. I’d suggest you ensure your pasta is very al dente and taking it out of the fridge at least 30 minutes before baking. You may need to adjust the cooking time slightly to ensure it is heated through.

  92. When you say 4 cups of shredded sharp cheddar.  Is that really 2-16oz bricks that I have to grate?   Seems like a lot of cheese.      Just want to mark sure I get this recipe down

  93. I want to make this for Thanksgiving! Do you think it will taste okay if I prep everything in the morning at home and bake it before serving a couple hours later at my in laws? Thanks in advance. 

    1. You will want to use shredded parmesan cheese from the refrigerator section of your store (not the powdered grated parmesan).

  94. I am a mac n cheese freak! I made this and I have got one WORD for this …..YUMMMMMMO
    This hands down THE BEST mac and cheese I have EVER HAD! I will continue to use this as my go to recipe. Thank you SOOOOOOOO MUCH FOR SHARING this.5 stars

  95. I think this looks so delicious! Can’t wait to try this, but I do have a question I can not get to the store so for the cream can i use sour cream?

  96. I always make this recipe and love it every time! The only thing is that I bake it for only 10 minutes because the sauce disappears if you bake it the full amount of time.  Definitely my favorite mac n cheese recipe!4 stars

  97. Super good. Very creamy if you do not over bake. Follow the recipe I have tried many Mac and cheese recipes but this one is the Best. Thank you5 stars

  98. Didn’t have the soup. Used a 3/4″ “slice” off a block of Velveeta and melted it with the cheddar. Everyone loved it. Also used 16 oz. noodles, and there was still plenty of cheese sauce. Will definitely make this again.5 stars

  99. Made this tonight, and split the recipe in half. I forgot to buy the soup, so I made it without, and also used heavy cream since that is what I had on hand. I cooked it for 20 mins, and the noodles were perfect. My only issue was being able to “feel” the flour. Not terribly, but it was slightly gritty. Since I halved the recipe, there was very little flour and butter slurry to continuously mix, but I could have done a better job of getting it smooth. The flavor overall, was really good! I have some picky eaters in my house, and 2 of my kids really liked it, one of which doesn’t eat any mac and cheese I make whether it’s out of the box or homemade. He said it tasted like the school’s mac & cheese, and apparently that’s a compliment! I definitely recommend giving this recipe a try!

    1. I am glad to hear that your family liked the recipe, Leah! The soup definitely helps to blend the flour for thickening without ‘feeling’ or tasting it.

  100. I don’t usually comment on blogs, but I absolutely had to after making this recipe last night. It was wonderful!

    I didn’t have light cream, so I substituted it with 2 parts milk (2/3 cup) + 1 part heavy cream (1/3 cup) in addition to the 1 1/2 cups milk specified. Came out perfect! I made the béchamel on the stovetop with the heat set to 4 (just before medium) as not to burn the butter. Everything mixed and thickened wonderfully. I had started preheating the oven as the water was boiling for the noodles, so by the time it was ready to go into the oven it was hot enough that it only took the 18 minutes to bubble. I’ll definitely be making this recipe again!

    I wanted to note that in the ingredients you mention to use salt + pepper to taste, but you don’t actually dictate when they should be added. I assumed, of course, that they were to be added with the other spices, but you might consider mentioning that part to avoid any confusion!

    1. I am so glad you enjoyed this recipe! I am glad you were able to make it work without the light cream!

  101. Made this dish tonight and added a little chicken and broccoli. It was delicious and will be my go to Mac n Cheese recipe!

  102. I skip all the multiple ingredients and have taken boiled macaroni and combined it with a big ole brick of Kraft cheese as needed and babied it through the oven process and it’s absolutely wonderful ! Much simpler and extremely good .

  103. So I would like to make this recipe for a party, and I will need to serve around 50. I’m planning to buy 2 big aluminum disposable pans, but I am wondering about the increase in ingredients. Sometimes when you double, triple, etc the recipe, certain ingredient amounts change.

    Any advice for making the recipe for that many people? And how much do you think I need to multiply the recipe by to get that large of an amount? Thanks!!

      1. It’s hard to judge since I haven’t seen the pans you’re using. If using disposable pans they don’t hold the heat as well as a regular pan so if it fits, I’d suggest placing cookie sheets under them to help with heat. If stirring in between I would think in the range of 40 minutes. I hope that helps!

    1. I have easily doubled this recipe and it’s worked perfectly so I’m sure increasing the ratios as written will work just fine. I would suggest making about 6x the recipe and dividing it over the 2 pans.

      When cooking it, you’re just really heating it since everything is already cooked. I would reserve the cheese you are topping it with and cook the two large pans stirring part way through cooking to ensure the middle is hot. Sprinkle the cheese over the pasta about 10 minutes before removing from the oven (you could broil it slightly just before serving if needed). Enjoy!!

  104. I had to go to the store to buy the cheddar cheese soup, and, dry mustard. I am going to be making this today.

  105. Hi Holly! First of all I want to say this is a great recipe. My family is hard to please when it comes to American dishes but they loved this one! I wanted to ask you if I should be using pre-packaged shredded cheddar cheese and Parmesan cheese or if I should grate the cheese myself?

    1. Hi Caleb, Either way will be delicious! You can shred it if you have time, but your recipe won’t suffer if you use pre-shredded cheese!

  106. Thank you Holly for that delishous recipe for million dollar spagetti cassarole’ it was out-of-this-world. You are so kind.

  107. Is this good recipe to prep ahead of time to bake like the next day? I’ve made this several times and loved it.

    I made this last night and OH MY GOD IT WAS AMAZING!!! I added Broccoli and Cauliflower and crossed fingers as i plated out some for my VERY PICKY Grandchildren! They totally DESPISE VEGETABLES!!! And to my surprise all 12 of my Grandchildren came back for seconds!!!!
    Thank you so much for making me the BEST NANA IN THE WHOLE ENTIRE WORLD!!!
    Again…… Thank you Thank you Thank you.
    Now i finally have my favorite Grandchildren asking for VEGETABLES!!
    God Bless you.
    April Lewis London ONTARIO CANADA.
    Ps: Im only 53yrs old and expecting another Grandbaby any day. So 13 its going to be and I can’t wait!!!!! Bring them them on!! After all God only gives you what you can handle RIGHT?!!!!

    1. Good Morning April! I am so glad ALL of your crew of 12 Grandchildren loved this… great idea to add in broccoli and cauliflower!! :) And congratulations on number 13 on the day… so exciting to have a new little baby in the family to love! :)

      Have a great weekend!

    1. This recipe can successfully be doubled however I would suggest cooking it in two 9×13 pans. You may need to increase the cooking time very slightly with two pans in the oven.

  109. Hi, I’m going to try this for a BBQ this weekend. I’m going to double the recipe and we planned on putting it in the smoker instead of the oven. Would I be ok to cook the noodles al dente? I know at the bottom of your recipe it says “don’t over cook” thank you!

    1. I do cook them al dente so they don’t get mushy. Although I haven’t tried it in the smoker, I bet it’s going to be amazing!

    1. I sometimes add a little milk or cream when reheating if needed (and reheat on low or lower power in the microwave to keep the cheese from separating). :)

  110. I just made this for our early Christmas dinner tonight. WOW!!! This was the best baked macaroni and cheese I have ever made or eaten! We added some ham but next time I will add crab.

    I did not add in the can of soup and used a mix of sharp cheddar and co-jack. Because my 9×13 pans were in the washer, I used a deep 2qt casserole. Not a lot of crispy edges but lots of creamy mac and cheese!

  111. I have to say that I love this recipe. I have made it a few times and my family loves it . I did not change a thing, or add anything to this recipe, thank you!

  112. This is pretty close to my grandmother’s recipe what she would make for me every weekend. I miss her so much and her Mac and Cheese.

    She would change it up every once in awhile depending on who was coming to dinner. You know there is always a fussing or finicky eater. One of my favorite changes was to replace the Cheese soup with Tomato soup. So yummy! Or she would put down a layer of the Mac and Cheese, top with fresh sliced tomato then the remainder of the Mac and Cheese. She always topped hers with bread crumbs. Making this for Christmas dinner and know it will be delicious.

  113. This is my go-to recipe. I don’t follow it EXACT, but 90% I do. I’ve tried hundreds of Mac & cheese recipes, and this is by FAR the best base recipe I’ve ever used so am keeping it. I add 8 oz of cream cheese and it really adds flavor!! Then I add a touch more milk so it isn’t too thick. Sometimes I cook bacon and throw that in, and sometimes (if I’m not lazy), I crush up Ritz crackers with melted butter and top it with that. It’s WAY better than bread crumbs. My mom’s bday is today and this was requested, so since I’m once again back at this recipe, I thought I’d finally add a comment since it’s my go-to :-)

  114. I made this for Thanksgiving yesterday and it was a hit!! Also just as delicious as leftovers the next day :-) Thanks for the recipe!

  115. I made this for thanksgiving! It turned out so creamy and Delicious, although next year i think i’ll add a few more noodles

  116. I used block cheddar cheese (cut into squares) and it took a long time to melt. Also, step 3 the stuff did not thicken. Did I do something wrong? I still think it will turn out great, but just took longer to prepare for me.

    Happy Thanksgiving!

  117. This turned out great! Thank you. I will say I was hesitant in using canned soup. With that being said I actually tasted the sauce before adding the soup and it was delicious on its own. I decided to then add the soup and it was great too. I have picky mac and cheese critics (kids) and they are happy. I didn’t bake this. I cooked it this morning for Thanksgiving, did not top it with the final cheese yet. I placed it in crock pot on warm and later when guests arrive I will place remaining cheese on top. I doubled the recipe for a large croud and used 16oz boxes. Plenty of sauce.

      1. My store didn’t have the cheese soup, they were all out. I bought cream of chicken. After reading all the comments, I’m torn between adding the chicken soup or just leaving it out. What do you suggest?

        1. I would suggest mixing everything together without the soup including the pasta. Once it’s all mixed (before you put it in the pan) have a taste. If you decide to add in the cream of chicken soup, you can certainly add it in at that point, stir well and then put it in your 9×13 pan.

  118. I’m making this for thanksgiving. I plan on making before we head over to friends for dinner. It’s a bit of a drive. How can I prep then just pop in my friends oven when I get there? Will this. Enok? Will it still turn out?

    1. I also bought 30% whipping cream. Wasn’t sure what was light cream after reading the comment I now see that it means half and half . Can I still use the cream I bought

    2. You can prepare it before you leave and let it cool. It will be fine for a few hours to put in the oven at your friend’s house. Happy Thanksgiving!

  119. Hello would you suggest I take it out 30 mins from my fridge before baking it and how much longer would you suggest baking it for?

    1. Yes, I would suggest you take it out of the fridge 30 minutes before baking. You may need to add an extra 5-10 minutes, you will just want to check that the center is hot and the cheese is melted and bubbly.

  120. Hi I was just wondering if when you add the onion powder and the dry mustard powder if it is really noticeable when eating? I don’t like mustard or onions and some family members don’t either so I was just wondering as I might make this for thanksgiving. Thanks!

    1. The mustard powder doesn’t add a mustardy flavor at all. I personally like the flavor of onion powder in this dish so it’s hard to say however you could certainly reduce the amount.

  121. Hi! I’m needing to make 2 of these 1 for a thanksgiving lunch at noon and then 1 for 4pm the same.day. do you suggest baking them both at the same time or can I put the 4pm dish together and bake it when I arrive at my in laws?

  122. I add chopped up broccoli and sausage (removed from the casing and fried up like ground meat) to my mac and cheese and it’s delicious! The spices in the sausages add loads of flavor. And broccoli and cheese…. Come on, who doesn’t love that! Lol.
    Plus it’s a good way to get your veggies, just cover it in cheese!
    FYI Re: freezing it is just fine. After its all cooked, let cool, cover in foil, then put it in a freezer bag sealed tightly. To reheat, thaw in the fridge overnight, bake at 375 with the foil on for 30-40 minutes. Remove foil and bake another 15 until heated through.

  123. Hi Holly! Quick question & im sorry if 40 other people have already asked you this, I tried reading through the comments but there are just too many!…very popular recipe! So my question is, can this be baked the night before & thrown in the oven to reheat the next day?…..or should I just prep & assemble it & baked for the first time the next day?

  124. Good Morning! I just found your recipe last night and was wondering how you thought it would fare being kept warm in a crock pot (or being ‘baked’ in a crock pot)?

    Thanks so much for your input and have a wonderful holiday season!

    1. You could keep it on warm for a little while (it’s very saucy so it would likely work well). If dairy gets too hot in the slow cooker it can separate and become grainy so you’ll just have to monitor the temperature to make sure it stays warm but not too hot.

  125. When you cook/boil the macaroni, do you make it aldente, so it finishes cooking in the oven? Or do you just cook it all the way?

  126. Hi there! I am wanting to make this for Thanksgiving. I would like to cook/prepare everything at my house and then warm it up or finish the cooking at their house (its about a 20 minute drive to there place)… What would you suggest? I was thinking of doing all the steps and putting it in the fridge until we are about to leave and continue with step 6 at their house. Do you think it would turn out okay?

  127. Has anybody tried freezing this recipe and heating it up later? I’m looking for recipes to make pre-baby and this just looks oh-so-good! Thank you!

  128. This was delicious! I made it for a potluck and it went quickly. Luckily, there was just a little left for a midnight snack for this prego :) I used all 16oz of macaroni as some other posters have mentioned. There was enough sauce to cover that extra macaroni. Will make it again!!

  129. Hey!! This will be my second Thanksgiving and Christmas making your recipe and everyone loves it. Question, is I added 2 or 3 eggs for some who prefer the more thick casserole, do you think that will mess it up? Or should i just leave it how it is?

    1. I’m so glad your family loved this recipe!

      I haven’t tried it with eggs so I can’t say for sure. This recipe is very “saucy” so if you wanted it thicker you could certainly try adding the eggs or maybe add some extra pasta so there is more pasta in the sauce. I’d love to hear how it works out for you!

  130. I can’t seem to get the little chunks of butter/flour out of the milk/cream mixture. Any pointers to make it smooth before adding the shredded cheese?

    1. The flour should be added to the melted butter and cooked. The milk should be added gradually while constantly whisking and should be cold.

  131. Just put this in the oven. I did use the Cheddar soup and 12 oz of pasta. Next time I will use the entire box of pasta (16oz) Looking forward to dinner!

  132. SOOOO Yummy!!! Just made it! Eating a big bowl right now!!!! Not your average mac and cheese when you add the cheddar soup. Delicious!!! May I link here from my blog?

  133. Thank you for this recipe, I am anxious to try it. I’ve never tried Parmesan cheese in Mac & Cheese but it does sound good. I don’t care for the bread crumbs on mine either, while growing up my Parents always made it that way & I never liked it.

    1. Yes. I would recommend removing it from this fridge at least 30 minutes before baking. You may need to adjust the cooking time slightly to ensure it is heated through.

  134. I have made several different homemade Mac-N-Cheese recipes over the years, and this one is by far the best i have had! (and also probably the least expensive to make!). Creamy and delicious, and heatens up so well the next day (others have been so dry). Made it just as you wrote, and it is Perfect!

    Thank you so much! It is now a part of my ‘permanent’ recipes, and i will never try another mac-n-cheese recipe.

    1. That is awesome, Cheryl! Thanks for sharing. I’m glad you liked the recipe because it’s one of my favorites!

  135. Hi Holly,

    I plan on making this recipe for a Baby Shower I am having. Do you think it would work if I made it the day before, put in individual foil ramekin cups and baked the next day? How long do you suggest baking? Recipe sounds delish!

    1. Yes. I would recommend removing it from this fridge at least 30 minutes before baking. I can’t say for sure how long they would take in individual cups, you more want to heat everything rather than cook it. I’d think about 18 minutes would be good.

  136. I made a very similar recipe to this a while ago. Unfortunately for me the soup just ruined it. I used Campbell’s cream of cheddar and it even smelled horrible. I will make this one but definitely leave out the soup!

    1. If possible I would suggest putting it into 2 9×13 pans. If you’re going to use one pan, you might need to give it a stir half way. I would cook it about 30-35 minutes, you’ll just want to check that the center is hot.

    1. According to Dictionary.com (#2) this would be classified as a casserole.

      1. a baking dish of glass, pottery, etc., usually with a cover.
      2. any food, usually a mixture, cooked in such a dish.

    2. LOL – I know these comments are a few years old but I can picture “Verita” and “Algernon” as cantankerous old know it alls. Like who cares if it is or isn’t a casserole?

      Thanks for a great web site!

  137. Have you every prepped in the night before and then kept in the fridge unbaked until the next day? Just wondering if that is an option that still turns out well :-)

    1. You can prep this ahead of time. I would suggest taking it out of the refrigerator for at least 30 min before baking. You may need to increase the cook time slightly.

  138. I’m thinking bout making homemade macaroni and cheese for the holidays this year. I wanna try something different. I hope it turns out good. :)

  139. HI! How would this recipe work to take to a kids function? Would it stay fairly saucy or would it goob up like regular mac n cheese? Thanks!

  140. This is not a casserole. This is one item in a casserole dish. Putting something in a casserole dish does not make it a casserole. You could put this in a coffee pot and it would still just be macaroni and cheese.

  141. Can I make this the night before so the kids can pop it in the oven so dinner is ready when I get home? Just worry it will dry out. Thoughts?

  142. I made this tonite and my family loved it!! I know I’ll be making it often!! Amazing twist and rake on the classic mac & cheese!!

  143. This looks so delicious. Have a receipt almost the same, only I don’t cook the macaroni. It cooks as it is in the oven.

  144. This looks amazing!!! However, a little worried to using cups as measurement, as don’t know what size of cups to use! Could you give it in ounces please? X

  145. Can I use half and half for the cream? And also, I saw someone commenting on how 4 whole cups of cheese was too much. I am confused about how much to add now. So 1 cup of cheese is really 4 oz not 8 oz?

    1. Yes, half and half will work in this recipe for the light cream. You will need 4 cups of cheddar cheese for this recipe (the measurements in this recipe are not in oz).

  146. Made this Mac and cheese…..and promptly threw away all of my old Mac and cheese recipes! I used 2 cups of elbow macaroni for the 12 ounce portion. I used the cheddar cheese soup, as well. I only had 3 cups of cheddar cheese and 1/4 cup fresh Parmesan. I would have liked the cheese topping, but since I didn’t have the extra cup of cheese, I made the panko topping. It really was the best! Thank you for the yummy recipe….creamy and good!

  147. Lol to see this. Because i always see these food posts and crave them but this is in my fridge now!! WOOT WOOT!!
    This is my EXACT recipe for baked mac and cheese which I just made my kiddo yesterday and I always serve it with little smokies in the crockpot simmering with a bottle of bbq sauce on the side perfect pairing. Only modification I do with this recipe is I splurge and use cavatopi noodles they are SO SO SO MUCH BETTER for this dish and I use the large bag of shredded cheese that is already the mix of white and yellow shredded and put more cheese on the top than this. I also bake mine @ 375 for 35 min and the cheese on top gets that perfect nice golden brown crisp. Also before baking I sprinkle the top evenly and sparingly with paprika for added taste and more eye appeal of a golden top when it comes out of the oven all bubbly. This is one of my sons absolute favorite meals. Add greenbeans cooked with smidge of vinigar and handfull of bacon bits along with a buttery croissant on the side then finishing with a wedge of watermelon or bowl of sherbert… Damn good dinner. #comfortFood #SoulFood

    1. I’m going to take your word for it and try it with cavatappi… and the paprika would definitely make it look great (especially since I take photos of my food : ). Love the side suggestions, thank you for sharing!!

  148. I’ve just made this in the “bush”. I’m currently in Musina (a dusty town in Limpopo, the Northernmost province in South Africa), for 2,5 weeks with my husband. It isn’t exactly the “bush” but it’s fairly close , sort of like a frontier town.

    I just had a yearning to make this when I saw the post on FB.

    We don’t have everything we need up here and when I told my husband what I was thinking he was all “Are you sure you want to do this? Pasta is full of gluten and its GMO to boot.”

    I said “Yes, I am sure I want some gluten, I’m very sure I want Mac and Cheese. I haven’t had it for yonks.”

    He wasn’t too convinced and to be honest I was worried because although I love pasta and the creamy Mac and Cheese was calling to me, I knew I would pay the price later.

    So we got what we could from the Musina Spar, and I made a few small adjustments, some to make him (and me) happy, others because we are in Musina and can’t have everything we want .

    So, I had brought some lovely organic grass-fed cream from home in Joburg, and further we bought some mediocre cheddar, full cream ultra pasteurised milk, corn flour (Maizena), unsalted butter (no salted available so can only assume there must be some bakers in this small town), the macaroni pasta and frozen peas and some delicious biltong (from the local Bakgat Biltong, biltong is a type of dried meat, like jerky). Unfortunately no cans of creamy cheddar soup to be had.

    We also don’t have many tools in our kitchen but we found a way.

    I sautéed finely chopped onion in the butter without colouring it, then added the corn flour and some English mustard because it was on the counter, and cooked it before adding the cream, milk, salt and pepper. I added frozen baby peas to the béchamel as well and brought the sauce to a boil.

    We boiled the pasta until very al dente, then put the pasta back into the pot. I added the béchamel to the just drained pasta, loads of grated cheddar and shredded biltong (our pot was too small to add the cheese to the béchamel sauce).

    We vigorously mixed it all so the cheese was mixed throughout and spooned the mixture into a buttered (greased) baking container and it went into the oven for about 15 min.

    It was delicious, not as creamy as your Spend with Pennies recipe will be, but it went down very well.

    I’m now having a lie down. Not very uncomfortable yet, and it was worth it. So sinful and so full of carbs! Sometimes I have days like today, where I can’t stop myself from enjoying something that isn’t good for me .

    Now, when I feel this way again and I’m home in Johannesburg, I’m going to find that can of cheddar soup and I will do it your way. I can’t wait.

    1. I love your adaptations I’m sure some of the fresh products you added were delicious in this recipe (as frozen peas would be too). I’m so glad you enjoyed it.. and I agree, we all need to indulge a little from time to time!

    1. You’ll want to be sure you don’t over bake your macaroni. Leftover macaroni and cheese does tend to be a little bit thick, I usually add in a little bit of milk/cream when reheating and gently stir a couple of times. I’d recommend reheating over medium heat.

  149. I am going to make this for my daughters birthday party in a large buffet tray. Have you ever doubled this recipe? Any special modifications you would consider?

    1. I have successfully doubled this recipe. If you are cooking in two 9×13 pans the recipe should remain the same (you’ll likely bake it to the longer end of the time).

  150. Recipe looks great, but like nearly all recipes that tell you to “put in oven x minutes” it doesn’t specify whether to cover or not. So which do you do?

  151. Hi holy

    Love the recipe I tried this instead of mine because it was easier to make and kids loved it I have a favorite that I make on holidays and birthdays it has 10 different chz with a homemade bread crumbs topping will post soon and show you thanks for all the great recipes

    1. Yes. I would recommend removing it from this fridge at least 30 minutes before baking. You may need to adjust the cooking time slightly to ensure it is heated through.

  152. This is how my grandmother taught me and so i have always made mine like this but i also add an egg to my cheese sauce and a 12 oz pack of mozzarella cheese. Oh so Good!

  153. This was quite good. Next time I will cut back on the onion powder, as I thought it was a bit overpowering.

  154. My daughter and I followed this recipe step by step and it turned out as good as it looks in the picture. After baking 20 mins in the oven the texture turned out perfectly…nice and creamy. This recipe is definitely a keeper! Thanks Holly for sharing!

    1. While I’ve only made this as written, you could substitute the light cream with milk or evaporated milk and it would likely be great. It may not be quite as rich but still yummy!

  155. Can you prepare this recipe ahead of time, refrigerate it, then bake it prior to serving? I am planning to make it for my kids birthday and wondering if I could make it the morning of other than cooking it during the party.

  156. Have you tried making this recipe on a grander scale? I need to make this for 100 people and this looked like just the recipe to try!!

    1. I have tripled this recipe before. It worked perfectly however the cook time is slightly longer and you may need to stir the casserole part way through cooking and then top with just for the last half.

  157. I made this recipe. Adding little bit of spicy jack cheese.
    I also grilled chicken on the bbq and diced it added to the mix, some left over bacon I diced up added as well.
    Was a complete meal.
    Very yummy

  158. Hi, can I double this recipe without messing it up? Also what changes would I make to the cook time? Silly question, but I can mess up any good recipe!!

    1. Great question! Yes, you can easily double this recipe. It make take about 10-15 minutes extra cooking time, you just want to make sure the center is nice and hot and the cheese is melted and bubbly.

  159. Im so excited to try this recipe! I even copied the link to my homepage on my phone! :D I would have never thought to use the soup in it but it makes sense that it would help make it creamier! Mac and cheese is one of the few foods my 2 1/2 yr old will eat so I’m sure she will love it!

    1. I’m with you Shelly, I could eat mac and cheese for every meal! I hope you love this one just as much as I do!

    1. Yes, it can be made the night before. I’d recommend leaving on the counter for a little bit before baking and you may need to adjust the baking time by a few minutes if it’s cold.

  160. I am going to make macaroni and cheese recipe today my granddaughter loves it and I am sure she will love this better .

  161. Looks so yummy! Going to make it for the kids later this week! Just wondering if the four cups of cheese is 4 shredded cups? Or do you just use block cheese and measure it out that way? Thanks!

  162. What does the dry mustard do? I’ve seen this in other Mac and cheese recipes. I don’t usually buy dirty mustard but was curious what it does.

    1. It adds a little bit of flavor and sharpness to the sauce (almost like adding white pepper). If it’s not an item you usually buy and you’d like to give it a try, you can usually buy it in the bulk section and a couple of small spoonfuls will likely cost less than $0.50. :)

  163. I’m no longer using anything else! I thank YOU SOOOO MUCH! This is the best macaroni ive ever had and it will be a family staple for years to come!

  164. Hey Holly, thanks for the Mac and cheese recipe. If I’m using the cream of cheddar soup can I leave out the light cream? Thanks

    1. The soup is used condensed so it’s much thicker than the light cream. You will still need the cream in this recipe. Enjoy!

  165. Hey! Thanks for the mac and cheese recipe. Can’t wait to try it but was wondering if I can leave out the light cream if I am using the cream of cheddar soup??? Thanks

      1. Holly, if my grandson and granddaughter eat this, they will eat most of the 8 servings between them. HA They love mac and cheese and this sounds delicious!! They are coming to visit Memorial day, so I’m going to make this for them. :) Thanks!

  166. I never leave comments on recipes I try but I have to leave one here. This mac and cheese is so delicious and will now be my go-to recipe. Thank you so very much for sharing!

    1. <3 Thank you so much for taking the time to comment Candace! I'm glad you loved this, we love it too... definitely my personal favorite!

  167. I made this tonight, and it was AWESOME! I was afraid of it being too saucy (therefore soupy), but it was actually the perfect consistency. I think the key is really following the directions — don’t overcook the macaroni in the first step so it can still soak up some of the moisture when it bakes in the oven. Also, allowing it to rest for about 15 minutes after it comes out of the oven helps the sauce to thicken (don’t worry, it’s still plenty hot enough to eat!) I didn’t have any cream or milk on hand, so I used half-and-half for each (so 2.5 cups total). I did use the cheddar cheese soup, and I think that’s what helped keep the sauce so velvety. Some recipes I’ve tried before ended up with a clumpy sauce after it sits. Thanks for a great recipe!

  168. Holly, thanks! I’ve been looking for a mac and cheese recipe for my potluck tomorrow. I think yours is the winner. Have you ever added any meat or veggies to your recipe before? I was thinking about adding in some shredded chicken or bits of butternut squash with a little bit of sage to the recipe.

  169. This receipe is a dream! I’ve made it for thanksgiving and christmas. My mother who hardly eats anything I cook even loved it. I searched all over the internet for the perfect mac and cheese receipe. Decided to take a chance on this one. It’s so creamy and even better the next day!

      1. Can you make this recipe ahead of time and then freeze for the holiday or is it better to eat fresh? If so, please post instructions. Thanks in advance. 

  170. This is one of our favorite mac and cheese recipes! Since I have found it, I have made it four times! Will be making it for our family Christmas dinner! It is probably the best mac and cheese I have had, so creamy and such a comfort food! YUMMY!

  171. Hi,
    I want to make this for Christmas. I have regular cheddar cheese soup that asks for a can of milk to be mixed with it. Will that work ok?

      1. I can’t find cream of cheddar, just cheddar cheese soup. Is it the same? Do I add the can of milk with it?

  172. I just made this and it’s great! I made one small change in reserving a little of the Parmesan cheese to put on top with the rest of the cheddar as well :).

  173. I made this as a first timer in the macaroni field, and I’m a rookie in the kitchen. I do not know how to measure a cup of cheese. I figured a pints a pound the world around, so I just used 8 oz of cheese per cup and whoa too much! Help me out here, are you talking shredded cheese? By the way, I received many compliments on my attempt. Thanks.

    1. A cup of cheese would be about 4oz. You are correct in that 1 cup is 8 fl. oz (for liquid) which is a volume measure. Weight measures are not always the same. Hope that helps!

      1. Holy catfish! How did I not know this?! Thank you so much for pointing this out! I plan to try this recipe this week. My family loves velveeta in their mac and cheese, but ‘m a fan of real cheese. Can’t wait – it looks so delicious!

        1. A kitchen scale is invaluable!!! Only like $9.99 on Amazon too! Million times easier to measure things correctly like loose stuff such as shredded cheese!

      2. I am still confused about the measurement of the cheese. Are you seeing instead of 1-8 oz. cup, use 1/2 C to equal 1 cup of volume? I only have regular measuring cups.

  174. Next time I make it. ..and it will be soon. ..I feel either 16oz of noodles or perhaps even some cauliflower would be appropriate. It seemed there was plenty of sauce to accommodate more. I may even go crazy and experiment with other “cream of” soups. Yeah. …I know. ..but I live dangerously.

    1. LOL… gettin’ crazy in the kitchen! :) I really love the idea of adding some cauliflower! I’d love to hear how your escapades turn out!

    2. My mom uses cream of mushroom and it’s really good also. I personally don’t add it to mine but if you want to use soup it’s a good alternative.

  175. I have everything but the mustard powder. Do you think this is a huge part of the recipe or will it be fine without??

    1. when i dont have mustard powder, i take a half and half mix of grainy and yellow mustard…adds a little kick to the mac and cheese.

    1. I haven’t tried it but I think as long as your slow cooker isn’t too warm it would be ok. I do have a crock pot Mac & Cheese that I’ve left on warm before. If left too long the cheese can dry out and if too hot the cheese can separate. I hope that helps.

  176. This looks delicious and we plan on making it! Question though: could you prep the noodles and cheese mixture at night and then throw it in the oven in the morning or do you have to do it all at once?

  177. Hello I have a question when u say light cream do u mean light sour cream or something else please explain I want to make this for thanksgiving looks delicious THANKS in advance

  178. This is the absolute best Mac n cheese I have ever had. The leftovers are just as good! I will never look for another recipe again! The cream of cheddar is what makes it!

    1. I have not tried freezing this recipe. Often recipes with milk don’t freeze well so I can’t say for sure how it would work.

  179. I just bought regular whipping cream since they didn’t have light. Will that be OK? Also, when the recipe calls for milk can I use skim milk? Thank you in advance. I plan on making this tonight.

  180. I made this last night and loved it! I am always on the lookout for a good mac and cheese recipe and this one fit the bill…definitely a keeper. I used the soup and fyi, since the pasta came in a 16oz package I used all 16oz instead of just 12oz and there was plenty of sauce. And I do love a lot of cheesy sauce. Yummy!

  181. This was so good! My seven year old had seconds. It’s just the two of us so I put it in two small casserole dishes and put one in the freezer for next week.

    1. Below the second photo, you will see a pink bar with the recipe title on it. On the right hand side there is a “print recipe” button. It will print on a single page.

  182. I have to make this gluten free so I will buy gluten free macaroni and use corn starch instead of flour. I know this will be delicious. Bisquick makes a gluten free flour, could I use that instead of corn starch. If the corn starch would work how much should I put in to thicken the sauce? Thanks for your help.

    1. While I haven’t tried it, 1 part cornstarch replaces 3 parts flour so in this case you would need about 1 tablespoon + 1 teaspoon of cornstarch to replace the flour. The method would be different in that you would need to mix the cornstarch directly into the cold milk before adding it to the pan (and not into the butter beforehand).

      Please let us know how it works out for you!

      1. I cook gluten free, and what I use is a good all-purpose gluten free flour that does not have xanthan gum in it. I do this for gravies also because corn starch breaks down if the dish is not all eaten right away.

  183. Hi, this recipe sounds amazing! I don’t think we have the cheddar soup over here in the UK, so would I need to sub something in its place or add extra milk/cream or would I just leave the soup out completely? Thank you

    1. You will want to use shredded parmesan cheese from the refrigerator section of your store (not the powdered grated parmesan).

  184. OMG this recipe was so easy to follow!!! Kids and hubby loved it and went back for seconds!! Will become a regular at our place!!!

  185. Thank you for leaving off the bread crumbs. Ever since I was a little kid, I’ve hated crumb toppings on mac-n-cheese. I know a lot of people like it, but it’s nice to see photos without it. I would also leave out the soup. Plenty of goodness in the cheese sauce you make.

    1. I’ll bet the soup really adds a special taste. I have a friend who stirs crushed soda crackers throughout the mac and cheese. I have always liked it, and it was such a different addition.

      1. You need the soup. I made it without and it wasn’t the same as when my friend made it for thanksgiving. It was more dry than it should have been and I don’t like using canned soups either, but from now on I will use the soup in this!

      2. You could use a can of condensed cheddar cheese. Sams club sells Rico condensed cheddar cheese and in the ethnic dept of supermarkets you can find smaller cans of it.

      1. I didn’t know what that meant so I bought whopping cream. I could find “lite” so I bought heavy and now all the stores are closed for Christmas, yikes! Wonder if canned cream will work instead?

  186. Great recipe, thanks for sharing!! The cream of cheddar soup gives it the perfect creamy consistency! Sooooo good!!

  187. This is an amazing Mac and Cheese recipe. We made it last night and loved it!! This is now my go to recipe and so quick to make!

  188. This mac and cheese looks luscious and creamy. The cream of cheddar soup is such a great addition and provides that extra creaminess and richness.

        1. I add bacon to my Mac & Cheese quite often, it is REALLY good. I do add a small amount of the grease from cooking the bacon too, it increases the bacon flavor, you just have to be sure to mix it in well. If you try it you’ll be surprised at how it adds that extra special flavor to Mac & Cheese.

        1. When I make tuna and noodle casserole, I always crush WISE Potato Chips and sprinkle on top of the casserole. I don’t know what it is about the WISE Potato Chips; but they add a nice salty flavor to the tuna and noodle casserole. Even my picky daughter-in-laws like it.

    1. Can this recipe be made a day ahead and still be as delicious? Thinking of making this the day before thanksgiving just to cut down on things we have to make the day of!

      1. Yes, I’ve made this recipe ahead of time. I’d suggest you ensure your pasta is very al dente and taking it out of the fridge at least 30 minutes before baking. You may need to adjust the cooking time slightly to ensure it is heated through.