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Creamy Macaroni and Cheese

This is the ultimate creamy mac and cheese. It's saucy, thick and very rich, with wonderful cheddar flavor. Once you taste it, you'll be hooked. —Cindy Hartley, Chesapeake, Virginia
  • Total Time
    Prep: 20 min. Bake: 35 min.
  • Makes
    6 servings


  • 2 cups uncooked elbow macaroni
  • 1/2 cup butter, cubed
  • 1/2 cup all-purpose flour
  • 1-1/2 to 2 cups 2% milk
  • 1 cup sour cream
  • 8 ounces cubed Velveeta
  • 1/4 cup grated Parmesan cheese
  • 1/2 teaspoon salt
  • 1/2 teaspoon ground mustard
  • 1/2 teaspoon pepper
  • 2 cups shredded cheddar cheese


  • Cook macaroni according to package directions.
  • Meanwhile, preheat oven to 350°. In a large saucepan, melt butter. Stir in flour until smooth. Gradually add 1-1/2 cups milk. Bring to a boil; cook and stir 2 minutes or until thickened. Reduce heat; stir in sour cream, process cheese, Parmesan cheese, salt, mustard and pepper until smooth and cheese is melted, adding additional milk to reach desired consistency.
  • Drain macaroni; toss with cheddar cheese. Transfer to a greased 3-qt. baking dish. Stir in cream sauce.
  • Bake, uncovered, 35-40 minutes or until golden brown and bubbly.
Nutrition Facts
1 cup: 653 calories, 46g fat (30g saturated fat), 143mg cholesterol, 1141mg sodium, 35g carbohydrate (8g sugars, 1g fiber), 25g protein.


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Average Rating:
  • movo13
    Apr 11, 2020

    So, the 1-1/2 cups of milk was no where near enough. Good God I could have built a chimney. However, I was able to rescue this. I had used half-and-half instead of 2%, and ended up having to add an ADDITIONAL 2 cups of 1% milk. I doubled the spices as well. With some TLC, it came out irresistible. I cooked 24 ounces (two boxes) of the Prince Thick and Hearty elbows. For topping, I melted 2 T. butter and added 1/2 cup panko and tossed to mix. Sprinkled it on top then sprinkled an additional 1/2 cup of shredded sharp cheddar. Convection baked at 325 degrees for 9 minutes in my counter oven. All family gave it 4 1/2 stars! Some recipes I have call for a little nutmeg in the sauce and others have called for a little dijon mustard. Both are good.

  • Kim
    Dec 4, 2019

    My family loved it! It was delicious and creamy! Finally a mac and cheese recipe that's a keeper! Thank you Cindy!

  • gg150fun
    Oct 3, 2019

    Just ok. Was rich and not the flavor I was looking for. Maybe as someone suggested adding some hot sauce might of giving me the flavor I was looking for.

  • maryannet
    Jun 25, 2019

    Nice Mac and Cheese. I cut the recipe in half. Used small shell pasta.

  • dublinlab
    May 13, 2019

    This was a very nice mac

  • Kelly
    Mar 4, 2019

    I love this recipe. I dont add parmesan because I dont like it,I dont substitiute I just leave it out. I also add potato sticks to the top for baking...Goooooood crunch! pik Nik Stiks. :) If you want it thinner, use a milk with less fat.

  • Lisa
    Jan 22, 2018

    Best mac and cheese! Used mozzarella cheese and chedder cheese. Also put cheese on top and bread crumbs for added crunch. Thanks TOH!!

  • Dennis
    Sep 20, 2017

    This was best mac and cheese I have ever had. I modified slightly by using extra sharp cheddar , Gouda , Swiss , muenster and Colby.

  • Kimisha
    Jan 3, 2017

    This was amazing! I chose different shredded cheeses mixed mild cheddar, colby and sharp cheddar. I added about 2 TBS evaporated milk and used 1 1/2 2% milk and it was very creamy. Like the recipe states, "USE AS MUCH MILK AS NEEDED TO CREATE DESIRED RESULT" I will definitely be making this one again!

  • beerling
    Dec 26, 2016

    Sauce is very thick. Looking for something more creamy