Homemade Mac and Cheese is a rich, creamy casserole and this recipe is truly my favorite!
Not only is this creamy macaroni and cheese recipe easy to make, it has a special ingredient so it turns out extra delicious!
This dish has so much cheesy sauce, it’s impossible to resist and once you try it, this is going to be the only baked macaroni & cheese recipe you’ll ever need!

Why This is Our Favorite Homemade Mac & Cheese Ever
Hello, my name is Holly and I am obsessed with Macaroni and Cheese. I love all kinds from crock pot mac & cheese to baked mac and cheese, or even out of a little blue box. Of all of the cheesy macaroni recipes, *this* recipe right here is the best mac and cheese recipe ever and always gets rave reviews!
- The sauce is from scratch and easy to make.
- This recipe is extra saucy.
- The pasta doesn’t get dry, it’s still nice and creamy even after it’s baked in the oven.
- It’s got great flavor, especially when using sharp cheddar cheese. (The sharper the better!)
- And most importantly, it’s the best homemade mac and cheese you’ve ever had.

Ingredients & Variations
PASTA: This easy mac and cheese casserole starts with elbow macaroni that is slightly undercooked so they don’t get mushy when baked.
Any short pasta like penne, rotini, or shells will work. Feel free to use gluten-free pasta or whole-grain pasta if desired.
SAUCE: A classic flour and butter mixture is used to thicken the cheese sauce. We add sharp cheddar and fresh parmesan for lots of flavor. A secret ingredient I love to add is condensed cheddar cheese soup (this is optional but recommended).
For extra richness, I add a bit of light cream to the milk. You can use all milk if it’s all you have.
VARIATION: This casserole has a simple cheese topping. But feel free to add a breadcrumb topping if desired.

How to Make Homemade Mac and Cheese
Making homemade macaroni and cheese (especially this 5-star recipe) is surprisingly easy and quick!
- Cook Pasta – Cook pasta al dente (slightly undercooked) drain & rinse.
- Make Sauce – A homemade cheese sauce with lots of cheese takes about 10 minutes. (more on the sauce below).
- Combine and bake – Toss sauce with pasta and top with remainder of shredded cheese.
- Bake (as per the recipe below) until golden and bubbly.
Mac and Cheese Sauce
The sauce for this easy homemade macaroni and cheese is a classic roux based cheese sauce. This just means fat (in this case butter) and flour cooked together and then liquid (milk) added! This sauce is incredibly rich and creamy making sure the macaroni and cheese is velvety smooth and extra creamy every single time.
Be sure to shred your own cheese for the sauce, pre-shredded cheese doesn’t melt as well.

The Best Cheese 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 pepper jack for a little kick. If you have bits of cheese leftover, you can combine them all together in this easy homemade cheese sauce.
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 cheese 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! Give it a try! (You can find it at your local grocery store with the other condensed soups or online here).

Recipe Tips
Making Homemade Macaroni and Cheese is not difficult, but below are a few simple tips to make sure it turns out perfect and creamy every single time!
- Cook pasta al dente (firm) Otherwise the noodles cook extra in the sauce and can get over- cooked in the oven.
- Salt the pasta water It really makes a difference in the flavor of the pasta.
- Rinse the pasta after cooking While not everyone agrees, in this particular recipe the sauce is created with a texture that pairs perfectly with rinsed noodles. Rinsing with cold water stops the cooking process, too, ensuring that pasta won’t overcook and get mushy during baking.
- Shred the cheese by hand Pre-shredded cheeses contain additives to keep it from sticking together which affect the way it melts.
- Rest before serving Allowing the baked macaroni and cheese to rest for a few minutes after baking will thicken the sauce and allow the casserole to set.
- Watch the timer 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.

How to Make a Bread Crumb Topping (optional)
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 is perfect in my oven, the cheese sauce will thicken slightly while standing.

More Macaroni Recipes You’ll Love
- Pulled Pork Mac and Cheese – so hearty
- Instant Pot Mac and Cheese – super easy!
- American Goulash Recipe (Tomato, Beef and Macaroni) – crowd pleaser
- Cheesy Beef & Macaroni Casserole
- Homemade One Pot Cheeseburger Macaroni – easy & quick!
- Crock Pot Mac and Cheese – reader favorite
- Baked Cauliflower Mac and Cheese
Did you love this Mac and Cheese Casserole? Be sure to leave a rating and a comment below!

Equipment
Ingredients
- 12 ounces elbow macaroni
- ¼ cup butter
- ¼ cup all-purpose flour
- 1 ½ cups milk
- 1 cup half and half or light cream
- ½ teaspoon dry mustard powder
- 1 teaspoon onion powder
- ½ teaspoon salt or to taste
- ¼ teaspoon black pepper or to taste
- 10.75 ounces condensed cheddar cheese soup 1 can, optional
- 4 cups shredded sharp cheddar cheese divided
- ½ cup shredded Parmesan cheese
Instructions
- Preheat oven to 425°F.
- Cook macaroni al dente 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 milk, cream, 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 and 3 cups cheddar cheese until melted. Add soup if using. Taste and season with additional salt and pepper if desired.
- Toss cheese sauce and macaroni noodles together. Pour into a greased 9×13 pan. Top with remaining 1 cup cheese.
- Bake 18 to 24 minutes or until bubbly. Do not over cook. Cool 10 to 15 minutes before serving.
Video
Notes
- Cook pasta al dente (firm) so it doesn't overcook in the oven. I usually undercook by about 1-2 minutes
- Rinse the pasta after cooking This particular recipe is designed for rinsed pasta. This stops it from cooking.
- Shred the cheese by hand Pre-shredded cheeses contain additives to keep it from sticking together which affect the way it melts.
- Rest before serving this will thicken the sauce and allow the casserole to set.
- Watch the timer Most importantly of all... do not over-bake this recipe.
Nutrition Information
Nutrition information provided is an estimate and will vary based on cooking methods and brands of ingredients used.
© SpendWithPennies.com. Content and photographs are copyright protected. Sharing of this recipe is both encouraged and appreciated. Copying and/or pasting full recipes to any social media is strictly prohibited. Please view my photo use policy here.












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!
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!
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!
Thank you Muoi! Enjoy!
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!
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.
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.
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!
Yes, this is the same. Enjoy Taneka!
Absolutely amazing!!! Love this recipe and will make again and again!
Happy to hear that Taneka!
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!
So glad you loved it Peg, it’s literally my favorite! ❤️
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!
LOL… I’m a huge fan of green chiles, I’ll definitely have to try it. Love your topping idea, thank you for sharing!
This is going to sound stupid but what exactly is light cream? Is it half and half?
For light cream I use a cream that is about 10-12%MF or half and half.
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!
Hi Erica, thank you for the feedback. We have updated the recipe. Enjoy!
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.
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.
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!
So glad you loved it Bonnie!
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.
There’s always that “one comment. After reading all the 4 and 5 StR comments. You must have done something wrong. Or maybe “your” tastebuds were off.
Did you use sharp cheddar, and a quality brand like Tillamook or Cabots? Same goes for the Parmesan, try using fresh and NOT the junk in the green can. Did you leave out either the dry mustard or the onion powder? No way is this recipe bland if you followed it correctly and use good quality ingredients.
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!
Thanks Jessica, that is great to hear! Glad you loved it, it is one of my favorites too!
Very nice and perfect recipe.
Thanks Archana!
Hi! Is this a recipe I can make the night before then bake the next day?
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!
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.
Sounds delicious, thank you for sharing!
I’m so excited to try this! The reviews make my mouth water! One question; can I make it ahead and store in the fridge?
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!
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.
So glad everyone loved it, it’s one of my personal favorites!
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!
I am so glad you guys love it Erin, hopefully it is a hit at the party!
I love this recipe but need to make it for a huge crowd in a crockpot. What are your suggestions?
I haven’t tried this particular recipe in the slow cooker, I do have a crock pot mac and cheese which I’ve successfully tripled in my large slow cooker before.
Have you tried in the crock pot?
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!
So glad you loved it!!
Love this recipe and my kids loved it too
So glad that your kids love this mac and cheese Melissa, mine too (and me!).