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Best Ever Macaroni and Cheese

I know. I know. As you are reading this recipe, you are thinking, “My GOD, what is that woman trying to do to her family and guests with all of that cream, cheese, cream cheese and (gasp) cheese food?”  In my own defense, I have to tell you, this began innocently enough many years ago- I was simply using up some things in my fridge and invented this recipe. And quite honestly, I have thought about not even sharing this recipe for the Best Ever Macaroni and Cheese with you because of the ingredients – knowing that someone would probably faint dead away at the site of such luxurious and indulgent ingredients. So – let me say – this was never ever intended as a diet food. I do not recommend eating more than a ⅓ Cup at any meal. However, if you want to be transported to macaroni and cheese heaven, my children say that this macaroni and cheese recipe will send you there.

Best Ever Macaroni and Cheese

Best Ever Macaroni and Cheese

When we have a family get together, I ALWAYS hear, “Mama, PLEASE make THE macaroni and cheese!!!”  In fact, some of  you have probably visited my site before looking for the Yum Yum Sauce, Shrimp Sauce, White Sauce – like you would get from a Japanese Restaurant? This macaroni and cheese is how I was able to trade for that recipe! Totally bribery of two chefs who came home with my daughter in search of “my mama’s”  macaroni and cheese. So – with that – I’ll share the recipe – but there is more that I want to tell you – in the tips and tricks. More that I want to share about the background of this recipe- join me after the recipe for the “rest of the story”.

Best Ever Macaroni and Cheese

Best Ever Macaroni and Cheese


This is the BEST Macaroni and Cheese Ever - says my kids. Perfect for children and adults Mac and Cheese. Requested every time. Easy and Excellent.

Best Ever Macaroni and Cheese

This recipe for the Best Ever Macaroni and Cheese is perfect for guests or family as a side dish or main dish. Keep in your kitchen arsenal. Kids love it. If you would like to know all of the tips and tricks for this recipe - please refer back to the post at
4.75 from 4 votes
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Course: Side
Cuisine: American
Keyword: best mac and cheese
Prep Time: 10 minutes
Cook Time: 30 minutes
Total Time: 40 minutes
Servings: 8
Calories: 330kcal


  • 1 stick of butter
  • ½ block 4oz cream cheese
  • 1 cup grated parmesan cheese the real stuff is best - the green plastic can is ok.
  • 1 Cup heavy cream
  • 4 oz American Cheese Food Velveeta cut into 1 inch cubes
  • 4 oz Sharp American Cheese something like Cabots - grated.
  • 1/2 tsp onion powder
  • 1/2 tsp garlic powder
  • ¼ tsp fresh grated nutmeg
  • ½ tsp smoked paprika
  • salt and pepper to taste
  • 1 lb sometimes it is only 12 oz box of pasta - your choice in shape. We like Penne or Rotinni.


  • Put a large stock pot of water on to boil - follow the box instructions for cooking the pasta - however, do not salt the water as heavily as the box instructs - just about ½ tsp is enough.
  • In a medium sauce pot (heavy bottom) over medium low heat, add the butter, cream cheese, parmesan, heavy cream, American Cheese food, onion powder, garlic powder, nutmeg and paprika and stir frequently until all is melted and thick. Add the Sharp American Cheese last and stir well. Turn the heat down to low until ready to serve.
  • When pasta is cooked, drain and then place in serving dish. Just as guests are ready to serve their plates, pour the cheese sauce over the pasta and stir. Serve immediately. The sauce becomes sticky and sinks to the bottom of the bowl after a few minutes, so, it is important not to put the sauce on until just ready to serve.


Choose different cheese for slightly different flavors.


Nutrition Facts
Best Ever Macaroni and Cheese
Amount Per Serving
Calories 330
* Percent Daily Values are based on a 2000 calorie diet.
Tried this recipe?Mention @loavesanddishes or tag #loavesanddishes!
Best Ever Macaroni and Cheese

Best Ever Macaroni and Cheese


  • As the recipe says, do not put the sauce on the noodles until just ready to serve. Very important.
  • If you have to wait for a while to put the sauce on the noodles, the sauce could become a little ‘over thick’. If this happens, simply add a little more cream and it will thin down.
  • You really can add just about any other cheeses besides the parmesan and the American Cheese Food – but you do NEED those two. Over the  years, I have added Guyrere, Fontina, hoop cheese and others – all tasted great! Experiment some – no one will mind – they will be too busy gobbling it down. Just be forewarned – there is hardly EVER any of this left. If you have some left – make macaroni and cheese soup – YUM!
  • You can add some ham, peas or broccoli to this recipe – that is yummy too – but my family enjoys the unadulterated version.
  • Cook your noodles to “al dente” – I say this because the sauce is pretty heavy and you need the springiness of the noodles to handle the heavy sauce.
  • Serve this dish with something lighter – then no one has to feel like they are going so overboard on their diet by eating this.
  • Kids LOVE this dish.
  • If you don’t have fresh nutmeg to grate – don’t worry too much about it- just use the already prepared nutmeg – or don’t use any at all – it simply adds some depth to the flavor.
Best Ever Macaroni and Cheese

Best Ever Macaroni and Cheese


I based this recipe off of my Fettuccini Alfredo sauce recipe – and simply changed out the cheeses for macaroni and cheese. Pretty simple. No secrets.

I hope you add this recipe to your kitchen arsenal. I find that this is one of my stock and standard recipes that is a never fail. It is easy and can be prepared in less than 30 minutes. Again, never meant to be a diet food – but is filling and so satisfying. A REAL COMFORT Food. Some day, I’ll share my “grown up” mac and cheese recipe with you, which I love (my adult friends do to) – but the kids not so much ….. I guess because it is “grown up”. lol

Be strong and courageous. Do not be afraid or terrified because of them, for the LORD your God goes with you; he will never leave you nor forsake you.” ~ Deuteronomy 31:6

Wendi is the writer, CEO and dishwasher at Loaves and Dishes! When not in the kitchen or behind the computer, you can find Wendi serving on International Food Conference Boards, Speaking at various conferences, Leading and Cooking for the local Arts Council's "Taste of Stokes" events or donating home cooked goodies to various local non profits such as the Danbury Songwriters and Stokes Partnership for Children. Wendi is also a Registered Nurse with a Master's Degree and serves on her town's board of councilmen.

Recipe Rating

Sue Byron

Wednesday 19th of September 2018

Would this recipe work if I put in crock pot? I would like to take into work for a party we are having. It would be plugged in in the morning and eaten at lunch time. If not any suggestions? The party is for a special lady.

Wendi Spraker

Wednesday 19th of September 2018

Hi Sue! I have a solution and I know it works because I’ve done it for the exact situation you describe. It’s a tiny bit of extra work, but totally worth it. Make your pasta the morning you plan to take it to work. Be sure to cook it al dente (a little less cooked than what you usually want). Put that in one crock pot, drained with about a cup of water in the bottom. Keep crock pot set on low. Make the sauce and add a little milk (about 1/4 - 1/2 cup) so that the sauce is a little more loose than usual. Put the sauce in a separate crock pot. Set it on low as well. Just as you are ready to have lunch, dump the sauce crock pot into the pasta crockpot. Mix well. Serve. Make SURE you have hot pads, a big stirring spoon and hungry people! Best of luck! Enjoy! Also, buckle the crockpots into the seat so they don’t spill on the way. :)


Friday 20th of April 2018

How wonderful that you include scripture with your recipes and writings. Bless you. C.

Mike K

Thursday 28th of November 2019

Yes, I agree! An interesting note about this scripture is that where it says "LORD," the original text contained God's personal name, also known as the Tetragrammaton, or YHWH.

Wendi Spraker

Saturday 21st of April 2018

Hi C! Thank you! I hope you'll come back soon and join the newsletter. :)


Friday 2nd of February 2018

Perfect Mac and Cheese - thanks for the recipe!

Jules B.

Sunday 28th of May 2017

This just sounds amazing. Do you think this would work well with Almond milk/Lactaid/soy milk?!

Wendi Spraker

Monday 29th of May 2017

Hi Jules! I just have no idea. My guess is that none of those would be creamy enough - but that is just a guess. Maybe Coconut milk - that's a little thicker, right? Anyway, if you give it a go, let me know how it turns out!


Sunday 24th of January 2016

I had a hard time getting the cream cheese to incorporate. I used Trader Joe's Wisconsin cheddar and it was yummy but a little grainy. We weren't able to eat it all at once so I put the extra sauce in the fridge - will try to reheat it and report back.

Wendi Spraker

Monday 25th of January 2016

Ok. I don't know why your cream cheese wouldn't incorporate. I usually cut mine up into about 1 inch blocks. And it does take a while for it to melt. But eventually it melts and gets in the game.


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