Best Homemade Mac and Cheese
Try our Best Homemade Mac and Cheese (with Cream Cheese) as a creamy Stovetop Recipe, or Baked Macaroni and Cheese. Learn How To Make Macaroni and Cheese like a pro!

The Best Homemade Mac and Cheese… Ever.
If you have never had the privilege of tasting real homemade macaroni and cheese, made with freshly grated cheese, gently folded into molten cheese sauce… Well, I feel for you.
You might be thinking, “Why would I make mac and cheese from scratch when the boxed versions are so good?” Are they though? Or is it possible that you just don’t realize they are mediocre because you’ve never experienced creamy mac and cheese from scratch?
If you’re a newbie to homemade macaroni and cheese, it’s time.
Sommer’s Recipe Notes
Mac and Cheese with Cream Cheese
When I label something “the best” I do it with a lot of consideration and testing ahead of time. I want to offer you only the absolute best recipe I’ve ever made or tasted.
There’s a lot of pressure here… After all, we all have different taste buds and preferences.
Today, we are going for a classic macaroni and cheese recipe, not a fancy spin-off.
Why is it so amazing?
- First and foremost, the cheese flavor is the perfect blend of three kinds of cheese, that give it a bold, nutty, comforting, CHEESY flavor, without being too overpowering.
- Second, the consistency of the cheese sauce is ridiculously smooth and silky. It’s saucy, without being runny. Cheesy, without being glumpy. No grainy texture whatsoever!
- Third, this one recipe gives you the option for simple Stovetop Mac and Cheese and Baked Mac and Cheese. There’s no need to separate these into two recipes because the cheese sauce converts beautifully into a baked recipe, without any real adjustments.
We think it’s perfect, and we hope you think so as well!
Recipe Ingredients
- Elbow Macaroni – Really, you can use any small pasta shape. However, “macaroni” is in the title so I usually stick with it.
- Butter – For the roux thickening mixture and the panko breadcrumbs. You can use salted or unsalted butter.
- Flour – To thicken the cheese sauce. It’s very important to use a small amount of flour and to cook it well, so the sauce isn’t grainy in texture.
- Half & Half – The base of the cheese sauce! In a pinch, you can use whole milk or heavy cream, but do not use low-fat milk.
- Sharp Cheddar Cheese – Freshly grated off the block. Pre-shredded cheese often have preservatives or anti-caking chemicals that cause them not to melt as well.
- Muenster – Freshly grated, for the same reason as above.
- Cream Cheese – Mac and Cheese with Cream Cheese has a much silkier texture than versions relying just on flour for thickening. Use full fat, please. There’s no need to use low-fat cream cheese, when you are also using two other cheeses and half & half. *wink*
- Garlic Powder – For that little extra something.
- Panko Bread Crumbs – The topper for the baked version.
- Salt & Pepper – To taste.
How To Make Stovetop Mac and Cheese
- Grate. Shred both semi-hard cheeses. Then set out the cream cheese to soften.
- Boil. Place a large pot of salted water on the stovetop. Set on high heat and bring to a boil. Drop the pasta into the boiling water. Stir well and cook until al dente. Drain the pasta in a large colander.
- Thicken. Set another pot over medium heat for the cheese sauce. Add butter to the pot, then whisk in the flour. Continue to whisk for several minutes until the roux mixture is golden in color. IMPORTANT: This ensures even thickening with no grainy texture. If you don’t cook the roux long enough, the texture won’t be smooth.
- Get Cheesy. Whisk the half & half into the roux, stirring until there are no clumps. Then add the cream cheese, shredded cheese, and seasoning. Stir until the sauce is completely smooth.
- Dump. Pour the drained pasta into the cheese sauce and stir to coat!
Find the FULL Best Homemade Mac and Cheese Recipe with ingredient proportions, detailed instructions for both cooking methods, and a video tutorial in the printable form at the bottom of the post.
How To Make Baked Mac and Cheese
Once you’ve followed the instructions above…
- Loosen. Stir in ¾+ cup of reserved pasta water to loosen the cheese sauce a little. Then pour the pasta and cheese into a casserole dish.
- Sprinkle. Toss the panko breadcrumbs with melted butter, and sprinkle the breadcrumbs over the top of the mac and cheese.
- Bake. Bake for 15 minutes, until the bread crumbs are golden. The top will be crispy, while the inside will remain thick and saucy!
Frequently Asked Questions
Honestly, you can add any soft or semi-hard cheese (that melts well) to macaroni and cheese for flavor. Yet we feel that the addition of cream cheese perfects the sauce texture.
To get the best classic cheese flavor, I like a blend of:
Sharp Cheddar – For its bold iconic flavor.
Muenster – For its nutty essence and magical melting abilities. Gouda is the next best cheese, if Muenster is not available.
Cream Cheese – For its silky texture and tangy note to balance the flavors.
Other Cheese Options? We love these three kinds of cheese together, yet feel free to mix things up with Gruyere, Mozzarella, Colby Jack, or Parmesan Cheese.
You can definitely use Gluten-Free 1-To-1 Baking Mix instead of flour, and Gluten-Free Noodles in this recipe. You can also find Gluten Free panko if you want to make the baked macaroni version.
Gluten-Free Pasta: There are all sorts of gluten-free pastas available today. However, many of them don’t hold up very long. They turn to mush after just an hour or two in liquid. Therefore, make sure to undercook the pasta just a little, and keep your cheese sauce on the thicker side, so there is less moisture for the pasta to absorb.
So you’ve made a homemade macaroni and cheese recipe before and the final texture turned out a little grainy… That can be really frustrating!
The two culprits:
Flour – You did not cook your roux (flour and butter mixture) long enough. The roux cannot be pale and white. It must be a golden color, to ensure a smooth texture.
Boiling Cheese – If you let your cheese sauce get too hot, it can cause the sauce to separate into oil and little coagulated bits. YUCK! Make sure to start the heat at medium, then reduce the heat to keep the cheese sauce from boiling.
Cheese sauce does thicken as it cools. There’s no getting around that.
Yet if you start with a thinner version of what you want, it will thicken a little, yet still stay saucy, as it cools!
Make sure to:
Reserve some pasta water to thin out the final product. Pasta water has magical abilities for thinning sauce. This makes it a better option than plain water or milk.
Don’t overdo it on the flour. We are using just a small amount of flour in the roux to keep the cheese sauce from tightening up too much.
What Goes With Southern Recipe?
The short answer… Everything! However, here are a few recipes we recommend with this comforting macaroni.
- 5-Ingredient Southern Slow Cooker Pulled Pork
- Oven-Fried Pickles
- How To Make Potato Salad
- Southern Collard Greens
- Fluffy Broccoli Cornbread
- Coca-Cola Baked Ham
- Best Broccoli Salad
- Grandma’s Ambrosia Salad
- Southern Tomato Slab Pie
- Easy Peach Cobbler
More Macaroni and Cheese Recipes
- Beer Mac and Cheese
- Buffalo Mac and Cheese
- Slow Cooker Chili Mac and Cheese
- Shrimp Mac and Cheese
- Baked Potato Skins Mac and Cheese
- Green Chile Macaroni and Cheese
- Italian Style Baked Macaroni and Cheese
- Crab Macaroni and Cheese
- BLT Mac and Cheese
- Easy Mac and Cheese Pizza
Best Homemade Mac and Cheese Recipe
Video
Ingredients
- 16 ounce dried elbow macaroni
- 3 tablespoons butter, divided
- 2 tablespoons all purpose flour
- 3 cups half & half (or whole milk)
- 2 cups shredded sharp cheddar, freshly grated off the block
- 1 ½ cups shredded Muenster cheese, freshly grated
- 4 ounces cream cheese
- ½ teaspoon salt
- ¼ teaspoon ground black pepper
- ¼ teaspoon garlic powder
- 2/3 cup panko breadcrumbs, optional
Instructions
- If you want baked mac and cheese, preheat the oven to 375 degrees Set out a 9 X 13 inch baking dish. For Stovetop Mac and Cheese, skip this step.
- Shred both hard cheeses. Then set out the cream cheese to soften.
- Place a 6 quart pot of heavily salted water on the stovetop. Set on high heat and bring to a boil. Drop the pasta into the boiling water. Stir well and cook according to package instructions. Usually 6-9 minutes for al dente. DO NOT overcook the pasta; it should still be slightly firm. Then scoop out 1 cup of pasta water for later use, and drain the pasta in a large colander.
- Meanwhile, set another 4-6 quart pot over medium heat for the cheese sauce. Add 2 tablespoons butter to the pot, then whisk in 2 tablespoons flour. Continue to whisk for 2-3 minutes until the roux mixture is golden in color. (This ensures even thickening with no grainy texture. If the roux is too light, the texture won’t be completely silky.)
- Whisk the half & half into the roux, stirring until there are no clumps. Then add the cream cheese and half of the shredded cheese. Stir to melt the cheeses. Add the salt, pepper, and garlic powder. Then add all remaining shredded cheese and stir until the sauce is completely smooth. Lower the temperature to make sure the cheese sauce doesn't boil.
- Pour the drained pasta into the cheese sauce and stir to coat.
- Stovetop Macaroni and Cheese: If you like creamy stovetop mac and cheese with a smooth silky consistent texture, you are done! The sauce does thicken a little as it cools, so if you want the sauce a little saucier, stir in ½ cup of the reserved pasta water.
- Baked Macaroni and Cheese: If you want southern baked mac and cheese, stir in ¾+ cup of the reserved pasta water and pour the mac and cheese into the baking dish. Then toss the panko breadcrumbs with 1 tablespoon of melted butter, and sprinkle the breadcrumbs over the top. Bake for 15+ minutes, until the breadcrumbs are golden. The final product will have a crispy top and a thick saucy interior.
would this freeze well?
Hi Amy,
Personally, I don’t believe any mac and cheese recipe freezes well. The dairy turns clumpy when you thaw and rewarm it. However, you can use our “serving slider” in the recipe card to adjust the recipe for a smaller batch.
I made this for Thanksgiving 2024!! It was so yummy and everyone enjoyed it!
Thank you Sommer