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.












Have you tried doubling this recipe?
Do you know how long I would need to bake this if I double it in one big pan?
Do you know how long I would need to bake this if I double it in one big pan?
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.
This is not a casserole.
According to Dictionary.com (#2) this would be classified as a casserole.
casserole
[kas-uh-rohl]
noun
1. a baking dish of glass, pottery, etc., usually with a cover.
2. any food, usually a mixture, cooked in such a dish.
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!
You’re welcome John! Happy that you are enjoying Spend With Pennies!
Can’t wait to try this!
Thanks!
Judith Smith
going to try it but wondering about serving size not stated ,how many would this feed aprox.?
This serves 8.
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 :-)
Thanks!
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.
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. :)
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!
It should stay creamy as long as it isn’t overcooked. If it cools completely the cheese sauce would definitely thicken.
Made this tonight and it was soooooo good. thanks for sharing!
So glad you enjoyed it!
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.
The great thing about cooking is that we can all have our own spin on things. :) I make macaroni and cheese that is not baked which I don’t consider a casserole. According to Dictionary.com this would classify as a casserole.
http://www.dictionary.com/browse/casserole?s=t
Regardless of what you call it, it’s delicious and I hope you enjoy it! :)
Can you freeze this after cooking?
I don’t think I would freeze this recipe, dairy doesn’t tend to freeze well.
Great recopes to make this fall!! I can’t wait to make them all!! Than you!!
Enjoy! :)
I’m sorry what is light cream. What section in the groceries store I found that at?
You can use any cream that is approximately 10-12% MF.
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?
This is extra creamy and saucy so as long as it isn’t over baked it should be fine.
Tried the Mac and cheese tonight it was great.
So glad you enjoyed it!
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!!
Thank you Lynn! I’m so glad you loved it. :)
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.
Next time I would leave out the onion powder!!!
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
1 cup = 240 ml
Are you able to make this in advance & bake the next day?
Yes, this can be made ahead of time. The cooking time will need to be slightly adjusted if it is cold before baking.
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?
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).
Okay. So just a regular measuring cup will work?
Yes.