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.
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This is our new favorite Mac and cheese recipe. The only tweak I make is to use garlic powder if I don’t have mustard powder. Can’t wait to make it for Thanksgiving this year! It’ll be a hit!!!
I was just thinking the same thing!
According to the internet: Replace each teaspoon of ground mustard called for with one tablespoon of prepared mustard. Then, omit one teaspoon of liquid from your recipe to compensate for the extra liquid in the substitute.
Omg, so creamy and so delicious!!! This recipe is very easy and so delicious. I tweaked the ingredients a little bit. I added half a stick of calbot Colby jack cheese, more garlic powder than onion powder. Cooked at 400 for 16 mins. Sprinkled Panko on top and broiled a few mins to get crispy on top!
Can this be prepared the night before and baked the next day
Hi Willa, it should work well. Make sure to cook your noodles just to al dente to prevent them from getting soggy. When ready to bake, we like to take it out of the fridge and let it warm up while the oven is preheating. Then pop it in and bake as directed.
I see that you can make this a day ahead. Would it be stretching it if I assembled it 2 days ahead, and then baked it 2 days later? Or would the pasta soak up the sauce and be dry. Thanks. I LOVE your recipes.
Hi Peggy, it should be fine. I would make sure to cook your noodles just to al dente to prevent them from getting soggy. When ready to bake, we like to take it out of the fridge and let it warm up while the oven is preheating. Then pop it in and bake as directed.
This mac & cheese is delicious! I’ve been making it for a few years for all family get togethers. My bro-in-law is literally sitting at his house salivating while waiting for today’s huge tray of this to arrive. Don’t skip the soup – it adds that extra “something” and you don’t have to tell anyone it’s in there! I use some gruyere along with the cheddar. Love, love, love this mac & cheese and it will be my go to recipe forever. Thank you Spend With Pennies!
This is the BEST mac & cheese recipe and is now my “go to” every time. To others, do not skip the cheddar cheese soup. It definitely makes a difference!
This was fantastic! I used cavatapi pasta, & made it exactly as written (including the cheddar cheese soup). I didn’t make the bread crumb topping, only bc my kids don’t like crunchy toppings on mac & cheese. A definite keeper!
Sounds wonderful and plan to have it for Thanksgiving! Question: Most boxes of elbow macaroni are 16oz so if I use that amount what all do I need to adjust for the sauce?
Thank you!
Hi Lynn, we have only made this recipe as listed but a lot of readers have used 16 ounces of noodles with the existing sauce recipes and found it to still be creamy and delicious as is. We would love to hear how it turns out for you. Hope you enjoy it!
Thank you, a great recipe, a hit at the dinner table, I never thought of using cheddar cheese soup in it & your bread crumb topping. I used my French onion soup bowls, this help controlled the portion for every one as a side dish as they wished.
Bacon bits & chili peppers to your taste.
So glad you loved it as much as we do Don!
Love your recipes, Holly. Can this be made ahead of time? Like the day before?
Definitely! Make sure your noodles are cooked just to al dente to prevent them from getting soggy. When ready to bake, we like to take it out of the fridge and let it warm up while the oven is preheating. Then pop it in and bake as directed.
Love this recipe and have made it so many times I’ve lost count. Being a lazy cook I don’t bother with a roux…not needed. Just add the cream and all the cheeses etc and stir together. Pop into dish and bake or even more delicious..put it in you smoker for an hour after you smoke your ribs etc so it gets a brown crusty top and a little smoke flavor. Also I sometimes add a bit of cream cheese. Such an easy recipe and fun to play with.
Made this mac & cheese today according to the recipe the only addition made was 1/4 cup medium salsa. We like salsa and the result was terrific. This will be a recipe that we have on a weekly or biweekly rotation from now on. Thanks, Holly, for the recipe.
Can you make this ahead of time and bake the next day?
Definitely. You can make this recipe in advance and just pop in the oven when ready to enjoy.
If you refrigerate it over night how does that affect the baking time? I want to make sure it gets hot in the middle but I don’t want to over bake it.
Hi Linda, we like to take it out of the fridge and let it warm up while the oven is preheating. Then pop it in and bake as directed. It may need an additional few minutes to fully cook but it should be close to the listed cooking time! Just make sure your noodles are al dente if refrigerated overnight to ensure they don’t end up soggy.
This was so amazing I want to share it with a big group at a bridal shower – what would be the best way to modify this to serve 50?
Oh my, that sounds like such a delicious meal. We have never made this recipe for that many people but depending on the size of your pan you should be able to double the recipe and make a few casseroles. Hope it all goes well!
Hi, I’m a bit confused on how much cheese I should be using if I am shredding it myself? I’m finding that 4 cups of shredded cheese is not equivalent to 32oz of cheese, shredded. Which is correct for this recipe?
This recipe needs 4 cups measured which is about 16oz or 1lb. As you shred the cheese, place it into a measuring cup until you have 4 cups.
1 cup of cheese weighs about 4oz.
Very delicious. I added 1/2 can of Cream of Mushroom, 1/2 block of cream cheese, and a 1/2 cup of sour cream. Added 1 1/2 tsp Ms Dash, 1/2 tsp garlic powder, and 1/2 tsp of Bada Complete. And used heavy whipping cream ( what I had on hand). My hubby and mom loved it!
Those substitutions sound delicious April! Thanks for sharing.
Very delicious! Super rich and cheesy! I made it just as written and it was a big hit with the family! Very easy to make too! Thank you!
Wow, extra rich and creamy. I used Vermont extra sharp white cheddar and for the cream I used half and half. I’ve been trying different mac and cheese recipes for years, trying to find the one that will be my go to. This is it. Delicious, Thank you!
You’re so very welcome Lisa!
I’m wanting to make this for my birthday. What can I use in place of light cream. None of our stores have it or else I don’t know what I’m looking for. Thanks!
Light cream is also referred to as half & half. If you aren’t able to buy it, you can make your own half and half.
Great thank you! How do you think it will freeze?
Hi Lacey, We 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 based on comments left.
looks delicious
I made a similar version years back for a block party. Didn’t have sharp cheddar, just some gruyere and mild cheddar. I added a little cayenne to the sauce. Even the little kids enjoyed it. With the inclusion of the mustard and the sharp cheddar this recipe looks like it will be luscious!
I’ve made this recipe a few times now and I will never make it any other way again. I use 3 cups sharp cheddar and 1 cup Monterey Jack just to mix it up a bit. I’ve never been a fan of Velvetta but you really needed it to get the creamy texture. I’m much happier using the soup option! So glad I found this recipe!!!
I meant to give this 5 stars not 3, not sure what happened, sorry.