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This fabulous creamy mac is prepared atop the stove, then baked to make a cheesy dish of comfort whenever you need a Homemade Creamy Mac and Cheese fix! You’ll love each bite of this indulgently creamy sauce, tender noodles, and the crispy breadcrumb topping. It’s the ultimate Southern comfort food for a side dish or main course!
If you love comforting Southern recipes, don’t miss these recipes for creamy chicken alfredo casserole and this chicken on the ritz casserole.
Why You’ll Love This Recipe
- If you are somebody who loves a baked mac and cheese, but still craves the creaminess of a stovetop macaroni and cheese, this is your recipe!
- This is way better than my Mom’s mac and cheese, and mimics the creaminess of Velveeta while using cheddar, mascarpone, and heavy cream.
Ingredients
Curious what ingredients you need to make this wonderfully creamy classic baked mac and cheese? Grab these key ingredients, and you’ll be ready to make this comforting dish in now time!
- Pasta Noodles: Feel free to use any shape in this recipe; cavatapi, penne, farfalle, campanelle, and gemelli are all great choices! But if you want to keep things classic, use elbows.
- Grated Cheese: For me, I recommend using cheddar. But if you want to get creative, try smoked gouda or a smoked applewood cheddar.
- Heavy Cream & Mascarpone: The mascarpone and the heavy cream work so well in this dish, and they give the sauce a wonderfully indulgent texture and flavor. If you need to substitute the mascarpone, use cream cheese.
- Fresh Rosemary: I love using fresh rosemary from my garden, as it goes beautifully with the cheddar in the sauce.
- Breadcrumbs or Corn Flakes: I recommend using homemade breadcrumbs from stale English muffins or whole grain bread for a delightfully light and crispy topping, but buttered corn flakes are equally delicious!
See recipe card for full information on ingredients and quantities.
Variations
- Want to make mac and cheese muffins? Add 3/4 cup of Bisquick or other similar baking mix to the pasta while stirring with the cheddar-Mascarpone mixture, then continue with the recipe as instructed. Spoon equal portions into muffin tins that have been sprayed with cooking spray. Bake for 20-30 minutes, or until lightly brown on the muffin tops.
- Crunchy Topping: Bake the mac and cheese with either breadcrumbs or buttered corn flakes on top to make a crunchy, golden topping!
- Picky Eater Version: Add sliced hot dogs and/or broccoli florets for a fun, kid-friendly version.
- Lobster Version: If you’re me, you reach for some broiled lobster meat. Yes, lobster cheese and mac is a staple in this kitchen and it’s easy to get yourself hooked on it!
- Other Proteins: Try adding pulled pork, pan fried pork belly, buffalo chicken, skewered and grilled garlic butter shrimp, ham and peas, or smoked bacon.
How to Make Homemade Creamy Mac and Cheese
- Generously butter an 8×10-inch baking dish.
- Cook the pasta in salted water according to the package instructions, but undercook the pasta for 1 minute, as it will continue cooking in the oven. Drain and rinse the pasta.
- Make the sauce. Start by melting 1 tablespoon of butter in a saucepan, then whisk in flour to create a roux. Cook over medium high heat for 1 minute. Gradually whisk in the heavy cream until it’s all added and the mixture is smooth. Add the Mascarpone, half of the cheddar, Dijon, rosemary, Worcestershire sauce, and Kosher salt and pepper to taste.
- Make the topping. Toss the remaining cheddar with the breadcrumbs (or lightly crushed corn flakes), salt, melted butter, and cayenne pepper to taste.
- Assemble. Stir the cooked pasta with the cheese sauce until the noodles are well coated. Spread in the prepared baking dish and top with the breadcrumb mixture.
- Bake at 350°F for 35 minutes, or until the casserole is browned on top and bubbly. Let it stand briefly to cool, then serve and enjoy!
Recipe FAQs
Be sure to grate the cheese yourself, don’t use too much flour to thicken the sauce, and cook the pasta slightly less than the package directs. It will finish cooking in the sauce.
Adding a couple tablespoons of Dijon mustard to the sauce adds a subtle tang and beautifully complements the cheese.
I recommend using sharp cheddar cheese, as you’ll be able to taste this richly-flavored cheese even with the sauce and pasta. But I also like adding mascarpone cheese to make the sauce extra creamy! (You can swap it for cream cheese if you need to.)
Yes, by all means! Simply scrape the leftover portions into a freezer safe plastic container with a tight-fitting lid, then mark with the contents and date of freeze noted on the package. Freeze for up to three months. To thaw, place in the refrigerator overnight. Portions may be reheated in the microwave easily.
Serving Creamy Homemade Baked Mac and Cheese
I love serving stewed tomatoes with my mac and cheese! But some other fun side dishes that go with mac and cheese include fresh tomato salad, my 3-Ingredient Buttermilk Biscuits, or this easy buttermilk bread with plenty of butter.
Looking for drink pairings? Mac and cheese can happily pair with lots of different wines, but I love a Lambrusco, as the cheese seems to soften the wine’s tannins enough to keep the meal feeling less heavy. Or try Grenache-based wines! If beer is more your style, IPAs with sharp cheddar based macs are fabulous. A pale ale or a crisp pilsner would also be solid choices to contrast the flavor of the cheese.
Expert Tips
- Undercook the pasta by 1 to 2 minutes. The moisture from the cheese sauce further softens the pasta during its time in the oven. The pasta adds starch to the cheese sauce, making for a very rich and extravagant mac.
- I don’t recommend substituting the heavy cream for milk or half-and-half. Having a higher fat content from the cream and the mascarpone (or cream cheese) makes this smooth, creamy, and rich!
- To freeze, scrape the leftover portions into a freezer-safe plastic container with a tight-fitting lid, then mark with the contents and date of freeze noted on the package. Freeze for up to three months. To thaw, place in the refrigerator overnight. To reheat, portions may be reheated in the microwave easily.
- To make 12 mac and cheese muffins: Add 3/4 cup of Bisquick or other similar baking mix to the pasta while stirring with cheddar-Mascarpone mixture. Continue with the recipe as instructed. Spoon equal portions into muffin tins that have been sprayed with cooking spray. Bake for 20 to 30 minutes or until lightly brown on the muffin tops.
Other Comforting Southern Recipes
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Homemade Creamy Mac and Cheese
Equipment
- 8 x 10-inch baking dish or 12 cup muffin tin
Ingredients
For the Mac and Cheese
- 8 ounces dry pasta, such as elbows
- 1 ½ cups heavy cream
- 4 tablespoons salted or unsalted butter
- 1 tablespoon all-purpose flour
- 8 ounces freshly grated sharp cheddar cheese, divided
- 3 ounces mascarpone, or cream cheese
- 2 heaping tablespoons Dijon mustard
- 1 teaspoon Worcestershire sauce
- 1 tablespoon fresh rosemary, roughly chopped
- 1 pinch Kosher salt, to taste
- 1 large pinch black pepper, to taste
- 1 pinch cayenne pepper, to taste
- ½ cup homemade breadcrumbs, or lightly crushed corn flakes
For Muffin Variation (Optional)
- 3/4 cup Bisquick , or similar baking mix
Instructions
Prep Pan & Cook Pasta
- Generously butter an 8×10-inch baking dish with 2 tablespoons of the butter. Set aside.
- Salt 2 quarts of water in a large, heavy-bottomed pasta pot and bring to a boil. Cook pasta according to package directions except reduce cooking time by 1-2 minutes. Drain and run under cold water to cease the cooking process. Pasta will be somewhat tender but still firm.
Make the Sauce
- While the pasta cooks, melt 1 tablespoon of the butter in a sauce pan. Whisk in flour to create a roux. Cook the roux over medium high heat for 1 minute to cook out the flour taste.
- Slowly whisk in the heavy cream until smooth. This may take several minutes and sauce will be thickening as you whisk. Add the Mascarpone (or cream cheese), half the shredded cheddar, Dijon, chopped rosemary, Worcestershire sauce, and Kosher salt and pepper to taste.
Assemble & Bake
- Toss the remaining cheddar with the breadcrumbs (or lightly crushed corn flakes), Kosher salt, the remaining 1 tablespoon of melted butter, and cayenne pepper to taste.
- Stir the pasta noodles together with the cheddar-Mascarpone mixture until all the noodles are very well coated. Turn the pasta out into the prepared baking dish. Top with the cheddar-breadcrumb mixture.
- Bake at 350°F for 35 minutes or until top of casserole is brown and cream is bubbly. Let stand for a few minutes, then serve and enjoy!
Notes
- Undercook the pasta by 1 to 2 minutes. The moisture from the cheese sauce further softens the pasta during its time in the oven. The pasta adds starch to the cheese sauce, making for a very rich and extravagant mac.
- I don’t recommend substituting the heavy cream for milk or half-and-half. Having a higher fat content from the cream and the mascarpone (or cream cheese) makes this smooth, creamy, and rich!
- To freeze, scrape the leftover portions into a freezer-safe plastic container with a tight-fitting lid, then mark with the contents and date of freeze noted on the package. Freeze for up to three months. To thaw, place in the refrigerator overnight. To reheat, portions may be reheated in the microwave easily.
- To make 12 mac and cheese muffins: Add 3/4 cup of Bisquick or other similar baking mix to the pasta while stirring with cheddar-Mascarpone mixture. Continue with the recipe as instructed. Spoon equal portions into muffin tins that have been sprayed with cooking spray. Bake for 20 to 30 minutes or until lightly brown on the muffin tops.
Nutrition
Nutrition information is automatically calculated, so should only be used as an approximation.
Inspired by and adapted from the original recipe shared by my friend Mrs. Raejean Beattie at beautiful Hopsewee Plantation in Georgetown, SC—with much appreciation!
Where has this recipe been all my life!! I am a mac and cheese addict and have searched for the perfect recipe for years, but none truly hit the spot, so the quest has continued, until now. This mac and cheese has all the flavor and texture, and it gets better with every reheat. I am so happy to have found your recipe and Thank you for sharing!! My long quest can rest now.
Miss Margarita – YOU’VE MADE MY WEEKEND! I’m particularly partial to this recipe also for the star ingredient, the rosemary! You know it’s in there, you know it tastes familiar, but you cannot quite place the taste – it is truly the magic ingredient for me. So, which recipe are you critiquing next, Margarita? I’m ready! x – Jenny
After a weekend of company and a husband with a sensitive tummy only wanting homemade chicken soup, I was finally able to make this yummy mac and cheese last night! It was so dang easy and even more delicious! I’d seriously think about getting cheese creative next time, but, then, why mess with perfection? Thank you, Jenny.
Nikki, I’m just TICKLED TO BITS that you assembled this Mac! Barbara got ‘cheese creative’ and I’m prepared to roll up my sleeves and do the same. If you experiment, Nikki, let me/us know what you used and what in what measure 🙂 Honestly, I get that there are a million Mac ‘n cheese recipes out there, but this is one of my five top recipes on this site in terms of flavor and no-fail.
Sounds yummmmmy! What about using chevré (goat cheese) instead of cream cheese? Does it matter what kind of pasta, macaroni, rigatoni, penne, mostaccioli?
Barbara! THANK YOU!! I promise this method does NOT disappoint! It’s all to do with the secret ingredient, rosemary. TRUST ME. The subtlety of it is a game-changer and it may be hard for eaters to know what they’re tasting or why it tastes so darn good! So, the shape of the pasta doesn’t matter, just follow the recipe card to where I advise under-cooking it slightly. If, of course, it’s a super dense noodle, you may want to take it all the way to al dente. The Chevre in lieu of cream cheese is an interesting concept and you’ve got me thinking that depending on the type of Chevre, it may be really delish. Have you ever purchased and tried marinated Feta? Stay with me here…it’s not the Feta you’re used to, rather a very mild marinated SHEEPS MILK Feta that has the same tangy finish as Chevre without the graininess that sometimes characterizes Chevre. I’ve been using marinated Feta which is usually displayed in your grocer’s fine cheese carousel. Trader Joe’s has a lovely version that is not terribly expensive. I’m thinking you’ve challenged me here, Barbara!
Omigosh it was sooooo good! Now on my list of Friday meatless meals.
I use the Chèvré that I get at Costco. Interesting point about graininess, I really watched for it when we were eating it and did not notice it. The recipe was a great use for bread crumbs, not something I have done in the past. I have about 6 cups that I made from a batch of sourdough rolls that didn’t raise, so I am keeping an eye out for recipes that use them. One other change was to use 1/2 teaspoon of smoked paprika instead of the cayenne, not big fans!
Barbara, and now I am excited to try it with chevre! Do you recall the measurement you used? I may assemble for this weekend in fact because I’ll be making a Costco run this afternoon 🙂 Jenny
Wish I had seen this sooner, I used half of the package, 5 oz.!
Five ounces; okay. Stay tuned! J
Made last night and it was good, but not super creamy. I made the roux and added the noodles but didn’t cook it right away.
Not sure if noodles soaked up too much “juice”. Family loved it but could have been creamier. Not sure what I did.
Rebecca, I’m sorry you had a less then successful experience with the outcome of this recipe. Diagnosing the ‘wrong turn’ is evident; your noodles did drink up every last lick of moisture. You’ll notice there is no ‘make ahead’ procedure in the recipe card, and that is because the noodles don’t just drink, they also dry out.
I am curious as to if you may have substituted any ingredients also? It should at the very least been a little creamy given the degree of creaminess this recipe yields.
If you try again, please drop back and let me know how you enjoyed it. It really is an amazing, finished dish when the ingredients and steps are executed in succession. x – Jenny
Would it be okay to cook the noodles and make everything ahead of time(prep it all) but leave the baking portion for the next day or later in the day?
Absolutely. Cook the noodles under though by about 2 minutes and bring them out of your refrigerator about 1 hour before you plan to assemble with the cheese sauce. You want the noodles ready to drink in all of that moisture to complete their cooking cycle and get good and creamy!
okay I just made this and it is fabulous! The creamy texture is absolutely PERFECT in my book…with the nice texture on top too, yum yum YUM! Freaking delicious. My only change was – BECAUSE I didn’t have any fresh rosemary – AND I wanted to make it so badly… JUST because I could tell by the picture alone that it was the texture I would LOVE….lol. So I totally heard you when you said this is not for switching out….I used 1 tsp dried rosemary – and for ME that was just a little too much rosemary taste. So WHEN I make this again, because believe me I will….I will take it to a pot luck and blow people away with it’s yumminess…I will cut the rosemary in half IF I use dried rosemary. THANK YOU FOR THIS RECIPE GIRL…I love you now…lol – people will say they have the best mac n cheese recipe, but they don’t!! This is dang good.
Nina, I just sent you an email thanking you for your awesomeness! I doesn’t really matter what I think of my Mac, so you telling the world it’s good may have some more clout! I appreciate you, Nina! xo – Jenny
Decadent and beyond delicious! I had some
leftover prosciutto, lined my muffin tins with it, spooned the mac and cheese and baked for about 15 minutes! They flew off the table! Adults, teen grands all the way down to the two year old grandchild loved them!
Renee, what a CLEVER IDEA with the prosciutto! And it tickles me that kids (of all ages!) enjoyed this/them! It is personally, my absolute favorite mac and cheese method of all time. Thank you for taking a minute out of your day to offer this feedback for others thinking about making this recipe 🙂 x – Jenny