Get Ready For Back To School With This Easy Creamy Baked Macaroni and Cheese Recipe

This is honestly the creamiest Macaroni and Cheese you’ll ever have!

It’s been a week or so a couple weeks (eeey) since I last shared a recipe.  This summer has been absolutely insane, and on top of it all, I hurt myself, and wasn’t able to sit at the computer for extended periods of time to share these recipes with you.  But, the good news is that I’m back up and running. Well, maybe not running, I don’t run! LOL


This Macaroni and Cheese is absolutely wonderful!  The recipe is almost the same as my Ultimate Mac and Cheese recipe, but this recipe takes the cheesiness to a new level!  DJ’s Mom always made this version of Mac and Cheese, and has been bugging me to make it for what seems like FOREVER!  It was a decent temperature to actually have the oven on, so I made this for dinner.  I think the last time I made a baked mac and cheese was about 4 years ago for Anthony’s first birthday.  I actually used goldfish crackers for the topping because I was out of bread crumbs, but it was a total hit.  My poor family though… I only had the multi-colored goldfish, so I made my family sort out the green and red ones so that all was left is the regular color, and that lighter orange/yellowish color.

If you want to swap out the bread crumbs in this recipe for goldfish – do it!  Your kiddos will love it!  Especially if you use a few fishies that you haven’t smashed to pieces yet on the top!


So what makes this mac and cheese so creamy?!  All of the love you put into it, and well, all of the cheese.  I use four different types of cheese for this recipe; velveeta (it’s kinda cheese), american cheese, parmesan cheese and cheddar cheese!  Holy cheese Batman!

The recipe starts off by making a roux – melting butter and whisking in some flour until it’s smooth, and looks like wet sand.  Then you add some cream (or milk), and whisk until it’s smooth and creamy.  Then start adding in the cheese.  Add the cheese slowly so that it all incorporates well and mixes in well.  Once you have the sauce made, it’s time to toss it with your cooked pasta and layer it with even more cheese and then some bread crumbs – that are mixed with cheese.

It’s definitely not the healthiest recipe, but it is for sure a comfort food that you’ll be making more and more – especially once the weather starts to turn, and school starts back up again which sadly is sooner than we know.


1 lb elbow macaroni, cooked according to package directions
1 stick butter, divided
1/4 cup flour
16 oz velveeta, cubed
1/4 lb American cheese (from the deli), divided
1 cup shredded cheddar cheese
1/4 cup finely grated parmesan cheese
2 cups cream/milk
2 tsp salt
1 tsp each black pepper and mustard powder
2 cups bread crumbs (plain)


Preheat oven to 375 degrees.

Cook pasta according to package directions and return to pot you cooked it in.

Take out enough slices of American cheese to cover the top of your casserole dish – I used an 8×8 pan and it took 4 slices.  For a 9×13 take our 6 slices.

In a large pot over medium heat, melt 1/4 cup butter.  When shimmering, add flour.  Cook, whisking constantly until the flour and butter look like wet sand – about 1 minute.


Add cream/milk, salt, pepper and mustard powder and whisk constantly until smooth and the milk starts to thicken – about 1 minute.


Working in batches, mix in velveeta and remaining American cheese until smooth.


Remove from heat and pour over cheese sauce.  Stir until combined.


Pour pasta and cheese into a baking dish.  Cover pasta with sliced American cheese, and set aside.


Meanwhile, melt butter in the microwave.  In a medium-sized bowl, mix bread crumbs, cheddar and parmesan cheeses with remaining 1/4 cup of butter.

Top the sliced cheese with brad crumb mixture.


Bake for 30-35 minutes or until the top is bubbly and browned.  Serve right away.




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