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.












This recipe is delicious. The whole family loves it! Best homemade Mac and cheese by far. Thanks!
I don’t have light cream, can I just use the same amount with more milk?
Hi Jill, the mac and cheese won’t be as creamy but that should work. Let us know how it turns out!
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!
I really wanted to try this tonight but bought heavy cream instead of half and half. Should I go back to the store? Thoughts??
You can mix heavy cream with milk to make half and half.
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!!
Hi Melissa, these would be approximately 1 cup servings and the nutrition information shown is for that serving size. Enjoy!
Sounds delicious! Mine usually is a little dry, now I know why.
I always add some fresh nutmeg to mac n cheese, gives it another great flavor!
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.
Butter + flour vs water + corn starch?
I’ll take the roux, thank you. That is one reason this recipe had five stars. The little extra effort is worth it .
This is a great mac & cheese – our new favorite!
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.
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!
Any advice on reheating this? Made today and only 2 people ate it…
You might like to add a bit of milk and stir it in to keep it creamy. Heat on low.
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.
Since I am short on time Christmas Day, Can I Prep the meal today and bake it tomorrow?
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!
This is the best mac and cheese that I have ever made. I LOVE it.
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!
This is the only recipe for mac and cheese that my husband and I mutually loved. I will definitely keep this one on hand.
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?
We have not, but that is a great idea Mao! Let us know how it turns out.
Do not overcook, yet no indication on oven temp. :-(
The oven temperature is the first step in the recipe. Preheat to 425°F.
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!
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!
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!
This recipe serves 8 as a side dish so you might like to double it. It is best baked just before serving if possible.
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?
It will be creamy and delicious even if you don’t add the cheddar soup! Enjoy and happy Thanksgiving!
I added the condensed cheddar cheese soup and I have to say this recipe was delicious! Very happy! Thank you for sharing! Happy Thanksgiving!
The mac and cheese recipe sounds wonderful. Will try it today! Thanks Holly for explaining the odd terms (aka roux).
Enjoy Sonja!!
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!!
So happy to hear that this is a such a hit for you Sheila!