Be prepared to have your socks knocked off by this creamy mac and cheese recipe. Four cheeses including the creamiest cheese of all: cream cheese, plus sour cream and irresistible spicing make this macaroni and cheese recipe a family favorite!

For another twist on stovetop mac and cheese, try my grown-up goat cheese mac and cheese recipe.

And if you’re looking for a pasta sauce that is just as creamy but not quite as cheesy, you will love my creamy pasta sauce recipe.

For ease of browsing, check out all of my pasta recipes in one place. Enjoy!

Creamy mac and cheese made with shells on a white plate.

Watch my creamy mac and cheese web story here.

✔️Skill Level: Beginner
✔️Skills: Cooking pasta, making Mornay sauce, baking
✔️Type: Casserole
✔️Number of Ingredients: 19, some of which are optional
✔️Prep Time: 30 minutes
✔️Cook Time: 15 minutes
✔️Yield: 8 servings

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I found this Mac and cheese recipe is probably the best I ever made. My 8 year old grandson loved it and surprisingly my son and daughter in law liked it as well My husband also likes it. As I do too. Although I have to control how much I eat….I guess u have figured it out this recipe is a family delight……

Reader Dottie

Not Diet Food. Comfort Food.

Friends, if you’ve come here today looking for salads or even low-fat desserts, I suggest you keep on moving.

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Today, I’m here to share with you pure comfort food. All the fats, all the carbs, all the creamy macaroni and cheese goodness you could ever want.

I’m not advocating for eating this way every day or even every week, but as an occasional indulgence, you really can’t do better than this recipe.

Hyperbole? I think not.

What Makes This the Best?

Two ramekins of gooey macaroni and cheese in front of a patchwork, Christmas-themed background.

When I want macaroni and cheese, I want to taste the cheese.

I want it to be deeply flavorful and gooey and creamy and perfect.

Three types of “shredding cheese” plus cream cheese and sour cream all whisked into a luxurious white sauce equals one luscious, rich mornay sauce.

If this recipe is making you hungry and you make it, I have a favor to ask:

When you do make this recipe, it will help me and other readers if you:
✅Rate the recipes using the stars in the recipe card⭐⭐⭐⭐⭐
✅Leave a review when prompted in the recipe card (If it’s a positive review, and I hope it is, I’ll use it in the post as social proof)✍️
✅Leave a comment on the post📝
Thank you so much!😘

How To Make the Creamiest Cheese Sauce

Close up of casserole dish with shells and smooth cheese sauce.
I mean, it doesn’t get much creamier. Y’all.

Jenni Says: The sauce for macaroni and cheese that starts with a roux, dairy, and then shredded cheese is an Americanized version of the classic French sauce Mornay. Mornay is nothing more than a bechamel sauce with cheese added.

Aside from ensuring you have a nice creamy bechamel to start, the best way I have found to make my cheese sauce super creamy is to add cream cheese and sour cream to the mix.

Cream cheese doesn’t bring a ton of flavor, but it does bring a lovely, smooth decadence to your sauce.

And sour cream also adds a touch of tang that can balance out the rich sauce.

How to Make Creamy Mac & Cheese

This mac and cheese, which is a stovetop macaroni and cheese you can either eat straight from the pot or bake first, is not hard to make.

There is a pretty long ingredient list, but most are spices and cheeses, which you are welcome to simplify if you would like.


Here is what you’ll need to make this recipe.

I’ll give substitutes and simplifications where I can.

All the ingredients to make creamy macaroni and cheese: butter, salt & pepper, mustard powder, paprika, turmeric, garlic and onion powder, all-purpose flour, whole milk, cream cheese, sour cream, sharp cheddar, Colby jack, Parmesan cheese, short pasta shapes, cheese crackers, panko, and cayenne.

That’s a pretty long list. Let’s break it up into the components:

For the bechamel sauce:

  • butter: You can use any fat here you prefer: oil, bacon fat, lard, shortening
  • salt and pepper: “standard” seasoning for the American palate. The salt brings out all the flavor and the pepper gives a bit of a tingle on the back end
  • spices: in this case, mustard powder, garlic powder, onion powder, paprika, and turmeric. This combo makes a lovely, British-inspired flavor profile with the mustard pairing beautifully with the cheese. The turmeric is for color and is optional. Adjust the spicing to your preference. You can introduce herbs here as well
  • all-purpose flour: flour, cooked with fat in equal parts, is a roux and is what thickens your sauce.
  • whole milk: This is the standard dairy for bechamel. You can make it richer, but I let all the cheese take care of that!

Jenni Says: For a truly decadent treat, use bacon fat in the roux and add crumbled bacon after adding the pasta to the cheese sauce.

Cheese and Other Enrichments

  • cream cheese: provides an overall creaminess to the sauce
  • sour cream: adds some tang without too much extra fat (although we’re really just splitting hairs here!)
  • sharp cheddar: I love a super sharp cheese to cut through some of the mellow fattiness, so I generally opt for “extra sharp” cheddar
  • Colby jack: balances the sharpness of the extra sharp cheddar. Honestly, most of the time I just use all sharp cheddar as my cheese, so please use what you like and what works for you
  • Parmesan: Adds a sharp nuttiness. It is entirely optional. If you do opt to use Parm, buy a block and grate it with a Microplane. Don’t try to use the “green can” kind, or your sauce will not be silky smooth


Here are some choices of pasta shapes. I generally stick with short shapes that can grab onto a lot of the cheese sauce:

  • elbows
  • penne rigate (with ridges)
  • cavatappi
  • medium shells
  • rotini
  • fusilli


For me, the topping is entirely optional, since I’m all about the creamy goodness. For folks who like a bit more textural contrast, it’s very easy to make a topping for mac & cheese

  • cheese crackers: something salty and crunchy. You could also use potato chips
  • panko: extra crunchiness. Panko also doesn’t really get soggy, so it’s nice to use to reinforce the crunch
  • cayenne: or other seasoning. At the least, a little pepper and a pinch of salt.


In a nutshell, here’s what you have to do to make this mac and cheese:

  1. Cook pasta
  2. Make mornay sauce
  3. Combine sauce and pasta
  4. Top with topping and bake (both optional steps

Making macaroni and cheese is not difficult. The one thing you have to remember is, to keep your sauce nice and smooth, reduce the bechamel before adding the cheese and pasta. If there’s too much water in the bechamel (from the milk), the cheese will get grainy, especially upon reheating.

Here’s how I make the sauce:

  1. Melt the fat in a heavy-bottomed saucepan.
  2. Add all the spices and cook for about 30 seconds until fragrant.
  3. Add the flour and cook, stirring, for a couple of minutes to cook off the raw flour flavor.
  4. Whisk in the milk, bring to a boil, and then simmer for about 10 minutes to reduce and thicken the bechamel.
  5. Whisk in all the cheese and sour cream off the heat or over very low heat.

For the smoothest sauce, reduce the bechamel for about 10 minutes over medium-low heat before adding the cheese.

How To Reheat

Close up of macaroni shells with cheese sauce.
When you reheat your pasta, just know that it will be softer than it was when you first cooked it. That’s just what pasta does. It will still be creamy and delicious.

This recipe is basically stove-top mac and cheese that I bake just for a few minutes to get the top a bit crunchy.

You can serve it straight from the pot, though.

Regardless, macaroni and cheese tends to get dry in the refrigerator and congeal into a solid mass of noodle and cheese.

This makes it hard to reheat and retain (or regain) the creaminess of the hot-off-the-stove or out of the oven recipes.

Reheating in the Microwave

To reheat it in the microwave, I put a portion in a microwave safe bowl, splash in a bit of half and half, and heat until hot.

Then I stir it to incorporate the half and half. This results in a nice, creamy reheated dish that doesn’t get grainy.

Reheating on the Stove

To reheat it on the stovetop, I put it in a pan with a splash of half and half and reheat on medium low heat, stirring frequently but gently so I don’t break up the pasta.

I don’t recommend reheating in the oven, because it will just dry out even more than it has in the fridge.


More Macaroni and Cheese Recipes

This recipe is really creamy and decadent, but here are a few other macaroni and cheese recipes you might enjoy.

Printable Holiday Recipe Card

Don’t forget your holiday printable! Click on the photo to download the pdf!

Printable recipe card with the recipe for the best creamy mac and cheese written on it.

I have made this twice now at the NC Coast for beach gatherings with neighbors and NOW this is my requested dish when we are there. This is the PERFECT mac & cheese recipe…Thank you and also for this treasured recipe!

Reader Tami
5 golden stars for rating recipes
close up of creamy mac and cheese in a casserole dish

Best Creamy Mac and Cheese

Jennifer Field
Ultra rich and creamy, I don’t call this the best creamy mac and cheese recipe for nothing. You and your family are going to love it!
4.44 from 55 votes
Tried this recipe?Please give it a star rating!
Prep Time 30 minutes
Cook Time 15 minutes
Total Time 45 minutes
Course Pasta
Cuisine American
Servings 8
Calories 846 kcal


  • 1 pound of your favorite short noodle shapes preferably rigate (with ridges) I used my favorite: cavatappi
  • 3 Tablespoons unsalted butter
  • 1 teaspoon kosher salt plus more to taste
  • several grindings of fresh black pepper to taste
  • 1 Tablespoon dry mustard powder
  • 2 teaspoons turmeric optional, but it gives it a lovely golden color, plus it's good for you
  • 1 ½ teaspoons sweet paprika or sweet smoked paprika
  • 1 ½ teaspoons onion powder
  • ½ teaspoon garlic powder
  • 3 Tablespoons all purpose flour
  • 1 quart whole milk 4 cups
  • 2 oz 1/4 block cream cheese
  • ½ cup full fat sour cream
  • 8 oz extra sharp cheddar cheese grated
  • 8 oz Colby Jack cheese grated
  • 4 oz Parmesan cheese finely grated (not from the green can)
  • freshly ground black pepper and paprika or ground chipotle for topping

For the optional Goldfish topping

  • 1 cup Goldfish crackers or other cheese crackers
  • ½ cup panko
  • 2 Tablespoons butter melted and cooled
  • ¼ teaspoon cayenne or chipotle powder or to taste (optional if you don't like it spicy)


  • Put a large pot of water on the stove to boil. If you're going to bake the mac and cheese, preheat the oven to 400F.
  • Meanwhile, in a heavy bottomed 4-5 quart sauce pan or Dutch oven,melt the butter. When it starts to sizzle, add the salt, pepper, mustard powder, optional turmeric, paprika, onion powder and garlic powder. Let sizzle about 45 seconds, stirring.
  • Dump in the flour and stir until all the butter is absorbed. Cook for 2 minutes over medium heat, stirring constantly.
  • Add the milk and bring to a boil. Lower the heat to medium-low, and simmer for 10 minutes to thicken slightly.
  • By this time, your water should have come to a boil. Salt your water and dump in the pasta. Cook for 5-6 minutes until just shy of al dente. The bite should be very firm, especially if you're going to be baking it. If eating directly from the stovetop, take the pasta to almost done or until it's just a smidge firmer than you like.
  • While the pasta is cooking, take the bechamel sauce off the heat and whisk in the cream cheese and sour cream until melted.
  • Whisk in the cheeses, a big handful at a time, until all melted and smooth. Taste and adjust seasonings.
  • When the pasta is done, drain it, reserving about 1/2 cup of the cooking liquid.
  • Add the pasta and reserved water to the pot of cheese sauce. Stir well to evenly coat and then bring to a boil, stirring the whole time, until the cheese sauce is as thick as it was before you added the cooking water and the pasta is well-coated with sauce.
  • You can either serve it now, or place the mac and cheese into a casserole dish, sprinkle it with some paprika or the optional topping.
  • Bake the the topped pasta for about 15 minutes, or until the top/topping is a bit crunchy and has some color on it.
  • Let set up for about 10 minutes for individuals or up to 30 for one whole casserole before serving.

For the optional Goidfish topping

  • Crush crackers either in a food processor or in a plastic bag with a rolling pin. Either in a bowl or right in the bag, add the panko, butter and spice. Mix well (or squish the bag around well) to incorporate.

Did You Make Any Changes?


Nutrionals calculated for 8 servings, including the Goldfish topping. 


Calories: 846kcalCarbohydrates: 75gProtein: 34gSaturated Fat: 24gCholesterol: 122mgSodium: 1254mgFiber: 3gSugar: 8g
Keyword mac and cheese, macaroni, pasta
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  1. Oh man, gooey cheese and pasta? I think my whole family is going to want to camp out at your dinner table for this!

  2. I found this Mac and cheese recipe is probably the best I ever made. My 8 year old grandson loved it and surprisingly my son and daughter in law liked it as well
    My husband also likes it. As I do too. Although I have to control how much I eat. As a child when my mom made Mac and cheese I would not eat it. When I had my first child they served me Mac and cheese one night for dinner. That was it. Today Mac and Cheese is one of my favorite foods today. . My menu of foods is like a child’s menu.
    I guess u have figured it out this recipe is a family delight……

    1. Oh, Dottie, I can’t tell you how happy this comment makes me! I’m thrilled this is something the whole family can enjoy (even if it has to be in moderation!) Thank you so much for letting me know!

  3. I have made this twice now at the NC Coast for beach gatherings with neighbors and NOW this is my requested dish when we are there. This is the PERFECT mac & cheese recipe. I am getting ready to make this dish tonight to take to a family of 6(the mother has been in the hospital). I was not sure if you can make and “wait” to bake it the next day …OR if I should bake it (just as recipe states) and then have them heat up in the over the next day.
    Thank you and also for this treasured recipe!

    1. I am so SO happy you and your family love this mac & cheese! Hooray! It’s also the perfect comfort food when you’ve been in the hospital, so I’m sure that family will be so appreciative. You can absolutely make it and hold it to bake, or bake and reheat. Either way will work just fine. I would tell them to add a touch of milk or half and half and cover it to reheat it so it doesn’t dry out.

      We’re going to the OBX this Christmas, and now I feel like I should make this since you make it for beach gatherings!

      Thank you again for getting in touch–it means a lot when someone takes the time to let me know when they like something. Makes me feel like I’m sort of a part of your mealtimes. 🙂

  4. 5 stars
    I’m thinking you may have achieved the best, creamy mac recipe! You had me at “upping the cheese-to-noodle goo ratio” for many a time the baked product came out a tad dry despite it starting saucy at the beginning. And yes, *tasting* the cheese is paramount. Nice work, my friend. Pinned!

    1. Thanks, Brooks! Yeah, the goo to noodle ratio in the mac and cheese we did for the last Cook the Book was almost like macaroni in cheese soup and it baked up perfectly. This changes everything! =)

4.44 from 55 votes (54 ratings without comment)

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