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.












Can you make this ahead of time and refrigerate before baking?
I’d like to make it in the morning than bake it later for dinner
Hi Jo, We have made this recipe ahead of time. 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!
This recipe is great as written, but you can tweak a little to your own taste. At first, I questioned the addition of the soup, but THAT is the key ingredient that makes this mac so moist & good, and the texture is just as good the next day, so absolutely add the Cheddar Soup- it makes it!
Also, the sauce will look like a lot when you add the mac, and it will be very thick. No need to thin, it, the mac will continue to expand as it bakes and you will end up with a crackly cheese top and the perfect ratio of sauce to mac once it cools.. YUMM!
Sorry, this recipe didn’t work for me. I included the cheddar cheese soup, and used heavy cream as I couldn’t find the light version. It turned out creamy and lightly brown on top like it was suppose to, but my husband and I prefers Mac and Cheese with eggs in it.
Sorry that you didn’t enjoy the mac and cheese Nancy. If you used heavy cream in place of light cream, that does change the recipe. Thank you for trying it.
This is wonderful! It is my new go to. I made do with what I had on hand. I used 1/2 cup of heavy cream and 2 cups of milk. I had to go back and thin the sauce with another 1/4 cup of milk. Also, the cheese I had on hand was Vermont CHeddar and Colby, so that is what I used. No cheddar cheese soup in the cupboard, but Cream of Sweet Corn is fantastic! Topped the whole thing with corn bread crumble. My grandson went back for thirds! Even my husband, who is not a Mac and cheese fan told me to make it again! Thank you so much!
This was great! Ontario schools are closed so I made this for family lunch today. It was perfect for a cold Ontario afternoon and should help get the kids through the afternoon online classes.
I did all the prep, including cooking pasta and shredding the cheese, before starting work (also at home). Then made the sauce while the oven preheated and put it all together. 25 minutes later (20 to cook, 5 to rest) we are all enjoying homemade Mac and cheese.
This recipe is awesome! Best Mac cheese I ever had. I used a pound and a half of elbows for a family of 4. I didn’t have cream so I used an extra cup of milk instead and I used a tablespoon of corn starch to help thicken it but it came out delicious.
excellent. nothing more to say but came out exactly as it should. i substituted 1/2 and 1/2 instead of light cream b/c I forgot to buy it, and used low fat instead of whole milk. The results were still delicious and creamy, with the soup version!
What seasonings do you think I should use. Please can you specify.
The seasonings are listed in the recipe. Dry mustard powder, onion powder and salt & pepper.
Hi Holly. I watched your video making this mac and cheese and you didn’t add the soup. Which is more awesome? With or without? Making this Christmas Day. Comments anyone?:)
I definitely add the soup if I have it! (I’ve updated the video to a newer version, the soup is added at 3:45 right before I get the giggles ;) ). Enjoy the recipe, it’s my personal favorite!
Also, would 16 oz of elbow mac work? Or how about 12 oz of bow tie pasta?
If you use 16 oz of elbow mac there will be a bit less sauce (although it would still work because it’s pretty saucy). 12 oz is the recommended amount (about ¾ of the 16 oz box).
How am I supposed to rate a recipe when I can’t get it before the review
Hi Cheryl, to navigate to the recipe quickly you can use the jump to recipe button at the top of the page. Or you can scroll towards the bottom of the post. It is above the space to rate and leave a comment. Hope that helps!
I’ve been making this recipe for years. Fail proof and everyone asks for recipe. Don’t know why I waited so long to review!
I can not find cheddar cheese soup anywhere. Suggestions? Can I do this recipe without it can I sub something else? I’ve checked every store in our county. None! So if you have some in your pantry ya might be able to sell it for a pretty penny! :)
Hi Heather, it will change the flavor but you can use any condensed cream soup like cream of mushroom or cream of chicken soup. Hope that helps!
Regarding the soup:
Best to use it or not? Making for a birthday dinner this week, and want to be the BEST EVER!!
I like it with… and I think you’ll agree that this recipe is the BEST!! I can’t wait to hear how it goes for you.
Hello I Would like to try and make this one day before Christmas and was wondering what is light cream. Like is it sour cream I just don’t wanna mess up.
Hi Nicole, light cream is often called coffee cream or table cream if that helps! It is often found near the milk and heavy cream in the dairy section, but it has a fat content of between 18-30%.
This is by fair the best baked mac and cheese I’ve ever made and tasted. Definitely go with Holly’s tips…not just the recipe. Kid approved as well .
Making today so need quick response if possible. Temp of 425 seems high compared to other recipes. Anyone know if this is accurate or a mistake.
It’s accurate as written.
Can I make this a day ahead , and bake just before serving?
We have made this recipe ahead of time. 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!
Is this recipe good reheated?
We think so! To reheat, add a little splash of milk and either heat on low on the stove or in the microwave.
SO GOOD!! Flavorful to the point of overeating, haha! We loved it; superb comfort food. I used pre-grated cheese anyway because that’s what I had on hand. Still delicious! Thank you for sharing, Holly
Can I use heavy cream instead of light cream ? That’s all I could find in the stores! Help
Yes, this should work, it will be a little bit richer. If you have milk on hand you can also mix half heavy cream and half milk (or add a little bit of broth in place of some of the cream).
I cannot find light cream at any of my grocery stores. Is there a good substitute for it?
Hi Jessica, you can substitute it with half-and-half if you can’t find it.
I made this recipe for the first time tonight and the flavors were delicious however the actual casserole was very runny even though I followed the directions to a tee, including letting it rest for 10 minutes after I removed it from the oven. Any idea why this happened? Would definitely want to make it again but not the loose and runny version.
This is definitely a saucy mac and cheese recipe but it shouldn’t be runny. Was the sauce thick before adding the macaroni? Did you make a roux with flour/butter and allow it to come to a boil? You can find the full recipe here on Youtube which will show the consistency of the sauce. I hope that helps.