This mega creamy Million Dollar Macaroni and Cheese is the only macaroni cheese recipe you will ever want to make! Make this mac for guests or family and they will love you forever! The homemade sauce itself is rich and crazy creamy and the casserole is stuffed with a hidden layer of provolone cheese and sour cream that melts when baked for a ridiculous amount of velvety creamy, cheesy gooey goodness. A million dollar worthy goodness.
Recipe Video
Million Dollar Macaroni and Cheese
Just about everyone looooooves macaroni and cheese – forkful after forkful of noodles bathed in rich creamy, cheesy, sauce. Whether it started as a blue box obsession (or if that still remains, I won’t judge you), and advanced to homemade stove top mac and cheese, Buffalo Macaroni and Cheese or even Taco Macaroni and Cheese, homemade macaroni and cheese in all its varieties – when done right – is one of the most comforting, cravilious foods on the planet.
But have you ever tried a homemade macaroni and cheese recipe and discovered what should be the most silky pasta all too often is runny, dry, bland and disappointing? So, so sad. But not this Million Dollar Macaroni and Cheese. This baked macaroni and cheese will leave you and your taste buds so, SO happy.
I call this Million Dollar Macaroni and Cheese for a few different reasons – including the surprise filling, which I will get to later – but let’s start with the quick, fool proof, easy, creamy, cheesy, flavorful from scratch sauce that takes just minutes to whip together.
Instead of using just a roux (whisking of flour, butter and milk) to create the sauce, I combined the roux method with evaporated milk whisked with some cornstarch to stabilize all the cheesiness and create incredible silkiness that doesn’t separate or curdle when baked. I then added a plethora of hand picked seasonings for the most flavor infused sauce suitable for Million Dollar Macaroni and Cheese.
And then comes the capital M in Million Dollar Macaroni and Cheese – the provolone, sour cream filling. The what?! I know it might sound odd, but please trust me. I got this idea when I was day dreaming about my moms Baked Penne (recipe HERE) which is a marinara based pasta with a layer of provolone and sour cream in between layers of noodles. The best part of the pasta is the creamy, cheesy center, so then I got giddy dreaming about what this filling would taste like cradled in between cheese smothered noodles instead of marinara smothered noodles.
I was so excited, in fact, I whipped up my first go of this macaroni and cheese at 9 PM because I just couldn’t wait any longer. I even told my husband not to brush his teeth because there was true deliciousness coming shortly.
Million dollar deliciousness to be exact.
The provolone melts as the pasta bakes, adding a fresh depth of cheesiness while the sour cream melts, adding a fresh layer of creaminess. This to live for layer of deliciousness blends into each forkful so although you can see the white layer of goodness, its creamy cheesiness just enhances the overall pasta. And when I say enhance, I mean creates the CREAMIEST macaroni and cheese you will ever dive into.
And might I suggest diving mouth first.
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| Prep Time | 20 minutes |
| Cook Time | 30 minutes |
| Servings | servings |
- 1 pound cellentani pasta (may sub rigatoni, penne or macaroni)
- 4 tablespoons butter
- 1/4 cup all-purpose flour
- 3 cups milk
- 1 12 oz. can evaporated milk
- 1 tablespoon cornstarch
- 1 tablespoon Dijon mustard
- 1 tablespoon chicken bouillon
- 1 tsp EACH onion pwdr, garlic pwdr, dried parsley, salt
- 1/2 teaspoon pepper
- 1/4-1/2 teaspoon red pepper flakes (optional)
- 4 cups freshly grated sharp cheddar cheese
- 6-8 slices provolone cheese
- 1 cup sour cream
- 1 cup freshly grated Parmesan cheese
- 3/4 cup panko breadcrumbs
- 2 tablespoon butter
- 1 tablespoon extra virgin olive oil
Ingredients
Panko Topping (optional)
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- Cook pasta just until al dente according to package directions – don’t overcook! Strain and rinse with cold water.
- Preheat oven to 350 degrees F. Lightly grease a 9x13 baking dish. Set aside.
- Melt 4 tablespoons butter in a large skillet over medium heat then whisk in flour. Cook, while stirring for 2 minutes. Turn heat to low then gradually whisk in milk. Whisk cornstarch into evaporated milk and gradually add to skillet followed by Dijon mustard and all remaining spices/seasonings.
- Bring to a boil, whisking constantly then reduce heat to medium and simmer, whisking occasionally until thickened (but not overly thick). Remove from heat and whisk in sharp cheese until melted. Add pasta and toss until evenly coated (it will seem like a lot of extra sauce which is a good thing).
- Pour half of the macaroni and cheese into prepared baking dish. Layer macaroni evenly with provolone cheese followed by an even layer of sour cream. Pour remaining macaroni and cheese over sour cream and spread into an even layer. Sprinkle with 1 cup Parmesan cheese (or more to taste).
- Panko topping (optional): Melt butter in olive oil over medium heat in a medium skillet. Add panko and stir to coat. Continue cooking until crumbs become golden brown. Evenly sprinkle over macaroni and cheese.
- Bake 25-30 minutes or until bubbly and inside provolone is melted. If not topping with panko, broil until Parmesan is golden. Cool 10 minutes to set before serving.
***I DO NOT RECOMMEND ASSEMBLING THIS AHEAD OF TIME. The pasta seeps up the sauce. Instead, you can prepare the sauce and refrigerate separate from the pasta. Cook the pasta, toss it in a touch of olive oil so it doesn't stick together, and refrigerate. When ready to assemble, warm the sauce (you can do this in the microwave). You might need to add a touch of milk to thin, then proceed as instructed. This prep will make assembly come together quite quickly.
*You just need enough provolone to cover the 9x13 in a single layer. Typically 8 slices medium provolone or 6 large slices as pictured from Costco. Gouda slices would also be delicious.
***Feel free to swap cheeses for a combination of whatever you have on hand - Asiago, Gouda, smoked cheddar, Monterrey, etc - the possibilities are endless! You can also mix in bacon, ham, etc.
**I find this pasta equally delicious without the panko topping as the Parmesan cheese topping bakes to golden perfection 🙂
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Hi Jen! I’ve been waiting for this one!! There is nothing I love more than a creamy, gooey mac n’ cheese and this one sure delivers! I top my mac n’ cheese with Panko, I like the contrasting texture to the creamy mix! Now I have to thaw some ribs and have a feast!
YAY! this mac and cheese would be perfect with ribs – I’m drooling at the thought of your feast! can’t wait for you to dive into all this creaminess!
I am drooling all over my keyboard. must make this week!!!
YAY! I am so excited for you to make this Jessica – I think it will live up to your drooling anticipation 🙂
My mom makes a similar ziti with cottage cheese and sour cream and we all love it- I can only imagine how amazing this must taste with the provolone and cheddar! My daughter is insisting I make this Macaroni and Cheese this week so I will report back!
Yes, please do! I love that your daughter is excited for you to make this – I hope it becomes a new family favorite! Thanks Eva!
I love mac and cheese and this looks spectacular. I am making this tonight!
That’s awesome, I love that you are making it already! I hope this is the best mac and cheese you’ve ever had!
Hi Jen, I am anxious to try this recipe soon, I will be making your Honey Shrimp with Chile Butter Sauce this weekend but this mac and cheese recipe will be coming up right behind it! I did notice one little thing in step 4 of the recipe, you might want to correct the word ‘chickened’ to thickened. Thanks so much for all of your hard work creating wonderful recipes, I have printed out so many keepers from your website!
I laughed out loud at your comment – thank you for catching that – I definitely did not mean “chickened” haha! Thank you so much for trying my recipes – I love hearing you have found so many “keepers”- yay! I hope you love both the Honey Lemon Shrimp and this Mac and Cheese – can’t wait to hear what you think! Have a great weekend!
You totally blew my mind with this recipe! Layer of provolone and sour cream in between of noodles – WOAH! YES!!
LOL – thanks Anna! I was so excited when I thought about it I had to make it right away and see if it was as good as I was hoping and thrilled when it was 🙂 hope you family loves it! Have a great weekend!
How important is boulion??? Cause I don’t have any and it’s night before thanksgiving…
Hi Meisha, the bullion amps up the flavor but it will still be great without it. I would increase onion pwdr, garlic pwdr, dried parsley, salt by 1/4 teaspoon each. Enjoy! Happy Thanksgiving!
I have been thinking about this macaroni and cheese ever since you posted it yesterday and finally made it for dinner tonight – the cheesiest, creamiest mac ever and the provolone sour cream filling melts in your mouth – AMAZING! My family is already begging me to make it again!
You are just like me – I couldn’t stop thinking about this recipe before I made it 🙂 I am thrilled your whole family loved it so much – yay! I hope you can make it again and again 🙂 Thanks so much Jenna!
Looking forward to trying this. For the 3c milk – whole, 2%, etc. or does it matter?
Hi Jennifer, it doesn’t matter – 2% is perfect! I hope you love it!
Due to lactose issues I would need to omit the evaporated milk. Is there a substitute? Or would this work without any sub? Thanks!
Hi Janet! If you can still have milk, then I would increase the milk by 1 1/2 cups and increase the flour by 2 tablespoons. Hope this helps!
Can almond milk be used instead of regular milk?
Hi Leslie, I have never used almond milk so I am not sure about the flavor but as far as cooking, you should be able to use it the same as milk. Sorry I can’t be of more help!
I have tried Mac and Cheese with unsweetened cashew milk and it thickens up REALLY well! I have never had good luck with almond milk.
THANK YOU Tracy, that is super helpful!!
Hello! This looks amazing! I’m assuming the chicken bouillon you refer to is granulated? Thank You 🙂
Thank you Leslie! Yes, granulated chicken bouillon 🙂
Hi
Living in sunny ol’ England! Our cheese differs slightly. What could I use in replacement of provolone? As we don’t get it across the pond.
Thank you x
Hi Caroline! Any of your favorite cheeses should work just fine, but if it were me, I would go with gouda or mozzarella – hope you love it!
My son has been bugging me to make mac n cheese (from a box kicked up a notch). The same day my sister sent this recipe . . DELICIOUSNESS!!!! He was taking a bite and as he lifted his fork there were strings of cheese trailing back to his plate. I made stop right there so I could take a picture. The look on his face was like, Mom, would you please just let me take the bite” lol! Awesome recipe!
A picture is worth a thousand words! I love the visualization of trailing stringy cheese! I am so glad your sister sent you this recipe and that you all loved it, thank you so much Tunya!
Looks amazing! Have you ever tried freezing it?
Thank you so much! I haven’t tried freezing it but I believe it should freeze well – just be sure to cover tightly. Enjoy!
Did you try to freeze it? How did it work? I just made it, but I’m a single guy, so I would like to freeze it or refrigerate it but I’m not for sure how long.
I was wondering the same thing. I just made this and I am a single guy, so I would like to freeze some. Did you try freezing it? Did it turn out ok?
This dish should be illegal!! I’m eating it as I’m writing this. So delish!! Thanks for sharing.
YAY! Thank you so much Yer, I love your comment and am so thrilled you love it so much!!!
I just would like to say that this is the best mac and cheese I have ever eatin. I had it with the French dip sandwich last night and the French dip was delish too. thanks these two things are keepers in my book will be making them again
Awesome Pamela, I LOVE hearing that, thank you so much! And what a delicious dinner you had of mac and cheese and French Dips – mmmm! Thank you for making my recipes and I love your comments! Have a great weekend!
this was really yummy. so yummy that jesse took all the leftovers to work for lunch for the week! xo
NICE! but not so nice he didn’t leave you with any 🙂 So glad you guys liked it and I hope you are feeling better!!! xo
My son and I made this last night……we ate it all…..WHAT?! I’ve made Mac n cheese that has 17 ingredients and this Mac n cheese tops that one by a Million
YES! I’m glad I’m not the only one that can eat this mac and cheese in almost one sitting and I’m so happy you loved it that much! Thanks so much Jacqueline!
This looks great!! Is this something you can make ahead? Refrigerate then bake? Not sure if you think it would still come out as good,
Hi Ashley, the noodles might suck up some of the sauce but I still think it would taste great!
Yes, but you have to cook it a little longer. I prepped it the night before and cooked it the next day and Jen is right about the noodles sucking up the sauce. My mac & cheese was more like a casserole, but is still tasted great. Needed an extra 10-15 min in the oven because of the time spent in the fridge the night before.
This was amazing! I used Irish white cheddar and gouda. Topped with parmesan flakes. Followed everything else exactly as written. It was a hit. My picky kids had second helpings. My husband of 12 years (a man that wolfs his food down like caveman and never offers a compliment) stood up, gave me a hug and kiss, and stated that was the best macaroni and cheese he’s ever eaten. It’s definitely “million dollar”…thanks!
I LOVE your comment Shantell, thank you! I can just picture your husband standing up and giving you a hug and kiss – YAY! And your use of white cheddar, gouda and parmesan sounds divine! Thank you!
This look so unbelievably delicious! I’d like to make it for a party. Have you ever made it ahead of time?
Is it just as good doubled/tripled? Some recipes just don’t come out as good that way for some strange reason.
thank you!
Hi Susanne, I’m sorry for my delayed response as I am just getting back from Lake Powell without any service and I’m sure my response is too late! This recipe should be straightforward doubled or tripled without any problems. As far as making it ahead of time, some of the noodles might suck up some of the sauce so it but I think it would still be delicious! Please let me know if you went ahead and made it ahead of time – I would love to hear how it turned out, thank you!
I made this tonight adding bacon to the mac n cheese before adding to casserole dish and OMG it was so good, my family loved it!
Hi Regina, sorry for my delayed response as I am just getting back from Lake Powell without any service. YAY, I am so happy your whole family loved it and adding bacon sounds absolutely divine! Bacon makes everything better :)!
Can I assemble this dish and then bake it at a later time? Like the next day?
Hi Ashley, sorry for my delayed response as I am just getting back from Lake Powell without any service. I have never tried assembling it beforehand – the noodles might suck up some of the sauce so its not quite as “saucy” but I still think it would taste great!
Can this be made in a crock pot?? It’s much too hot to have the oven on, but it looks sooo good!
Hi Pam, sorry for my delayed response as I am just getting back from Lake Powell without any service and I am especially sorry to torture you when it is so hot! The sauce really does need to be made on the stove but I think you could layer the ingredients and cook in the crockpot until the provolone is melted instead of baking – I haven’t tried it though so I can’t guarantee its outcome – if you try it with success, please let me know. Good luck!
Jen, I made this recipe two nights ago, and this is HANDS DOWN the very best mac and cheese we have ever tasted! Because I was feeding six of us, which included four men (two of which are in their 20’s, work construction, and are perpetually ravenous), hubby and I decided to double it to have enough. We did serve this with BBQ’d ham steaks and steamed mixed veggies, but this was by far the star of the show! Oh, and doubling it? Not necessary! This is soooo rich and sooooo creamy that we did indeed polish off one dish, but the second was untouched that night. Usually I do not eat leftover pasta – I’m not a snob and do eat all kinds of leftovers, but pasta I wouldn’t touch – and I happily enjoyed this the next day for lunch too! My sister-in-law, who was the other fembot at the table the first night, declared that we could just eat the cheese sauce on crusty bread for dinner anytime we wanted; IT’S THAT GOOD! (We can honestly say that through experience as her and I licked the pot clean with our fingers like two little kids at an icing bowl!) My hubby of 32 years insisted I write this down immediately just in case I should ever lose the link! Thank you for sharing this amazing recipe with us….. it is truly SPECTACULAR!!!
Hi Chris, sorry for my delayed response as I am just getting back from Lake Powell without any service but I LOVED coming home to your comment – thank you! I am so honored and happy you all loved this recipe and it was “the best Mac and Cheese” you have ever tasted – even enough for leftovers and to lick the sauce – wahoo! I chuckled at your description of perpetually ravenous men and am relieved this was good and hearty enough to satisfy them 🙂 Thank you Chris!!
Your recipe sounds wonderful! I can’t wait to try it. I am even more impressed with your site, and your replies to your comments. You are such a warm, lovely person. I am so thrilled to have found this beautiful site!!
Hi Gayle, I have been at Lake Powell so I am a little late in my response, but thank you so much for your kind comment, YOU sound lovely! Welcome to my site, I hope you love this recipe and find many more family favorites!
Hi Jen! Finally got around to making this…and in the middle of the sauce my son called for some life/job advice. Another hour later I got back to it and laughed myself silly as your original recipe said to cook the sauce until “chickened” – Gary asked me if that meant it started sprouting wings!! He has a weird sense of humor! It is finally in the oven and I am serving it with pan fried andouille sausage. I did sprinkle it with some smoked paprika before adding the parmesan/panko topping. 🙂
LOL – I love Gary’s sense of humor – sprouting wings would be the only logical explanation 🙂 And I’m drooling over the thought of this mac and cheese with your pan fried andouille sausage – mmmmmm! You are so delightful Dorothy, I would love to meet you some day! xo
Do you think I can incorporate frozen spinach in this recipe if so where would I incorporate it.
Thank you
Absolutely! I would thaw it first and squeeze out any moisture. I would stir it in very last after the cheeses have melted and bake per instructions. You could also top the provolone with a spinach layer if you prefer. Hope this helps!
Can I substitute anything for the evaporated milk? It’s the only thing I don’t have in the cabinets!
Hi Jessica! I would try substituting with heavy cream and if you don’t have that then substitute with milk and 1 extra teaspoon cornstarch. Hope that helps!
This looks just amazing! I’m always looking for a new Mac and cheese recipe to try. With 4 kids it’s a must! But one question: my oldest is allergic to chicken protein so I can’t use the boullion. Do you have any suggestions for a substitution?
Hi Lisa, I hope this is your new favorite mac and cheese! I would just omit the chicken bouillon and then add a little more salt to taste. Enjoy!
Hi Jen! OMG I made this and had to freeze about a third of it because we were on overload! The first night we had just this, the second night I grilled some brats to go with and then we had it for lunch! So cheesy good!! How do you stay so skinny??? PS Nagi called me yesterday, she is so sweet! So excited for her to be a part of the Sydney Food and Wine Festival!!
Hi Dorothy, I just talked to Nagi today who said she talked to you – that is awesome! We need to all get on a call together 🙂 I am so happy you were able to make this mac and cheese and it sounds delicious with grilled brats – the ultimate comforting meal!
When do you add the chocken bouillon? With the seasoning? Thank you!
Yes with the seasoning. Enjoy!
Hi, looks amazing, but am wondering what sort of provolone you used. Here we have provolone dolce (sweet) or piccante (spicy and strong)
Hi Maria, I had to look that one up! It appears our provolone is dolce unless stated otherwise, so I would use that. enjoy!
Do you use powdered/dry Dijon mustard, or do you use the prepared stuff? Also, I only have chicken bullion cubes. How many of those would equate the called-for amount?
Hi Corynne, I use the prepared Dijon. I believe 1 bouillon cube equals one teaspoon so you would need 3 bouillon cubes – you might want to double check your package though to make sure. Enjoy!
This may be a crazy question, but do you think it would be tasty preparing it like normal Mac n cheese, without the cheesy middle layer? I simply can’t afford to purchase that much cheese for a side.
Hi Naomi! It will definitely still be delicious without the cheesy middle layer – I think you will still love it without it!
How long do you think it will last once made? And still be delicious?? I need to make enough for 60 people and wanted to make it a few days ahead..good idea or no?
Hi Amanda! I think this would be just fine made 2 days ahead of time. I would make sure to not overcook the noodles so they don’t become soggy and soak up too much sauce in the fridge – other than that – should be pretty straightforward. Good luck on what sounds like an ambitious task – I hope you have a wonderful event!
This was absolutely delicious! My family loved it! I’ll definitely be making it again…and again. I’m so glad I found your website. I look forward to trying more of your recipes. 😉 Thanks!
Hi Kara, I am so glad you found my website too – welcome! and I’m so happy this mac and cheese was such a hit! I hope you find lots of new family favorites here!
I made this last night and I have to say it was the BEST weve ever had!!! My husband HATES baked macaroni and cheese because he says it’s always dry and grainy… So I’ve never made it for him. I convinced him to give this a try with me and he LOVED it! I did make some additions to make it a meal… We added some sliced andouille sausage and large shrimp right as it went into the oven. They all cooked perfectly and added a great flavor! I also subbed the red pepper flakes for Cajun seasoning. TO DIE FOR!!
Wahoo for the best mac and cheese – thank you! And I’m so glad even your skeptic husband loved it! Your additions of andouille sausage and shrimp sound divine with the Cajun seasoning and have me drooling!!! Thanks Kristin!
This Mac n’ Cheese is DIVINE!! ALL my kids loved it (which includes teenage girls that can out eat most men, adult sons, son’s best friend, and new daughter in law). They all require that I make it for family dinners frequently! Purposely followed your recipe exactly (except that I had to use large elbow macaroni, cuz those gorgeous spiral noodles weren’t available at my store) and it was perfect! Can’t say enough great things about it.
YAY! I am thrilled everyone loved this mac and cheese and that its a new family favorite! Thanks so much Jules!!
I’ve made it a couple of times since that first time, and still crave it frequently! I finally found the spiral noodles at my store ONCE, and crazy as it sounds, they really make it even better. Sadly they weren’t at my store when I was shopping for Thanksgiving, so I’m using Rotini this time. Also trying out getting it all prepped this evening and then baking tomorrow. Sooooooooo darned excited to eat this again! Heehee!
Happy Thanksgiving!
Hi Jules, I hope you had a very Happy Thanksgiving! I love that you love this mac and cheese so much and crave it – just like me! you have great taste 🙂 I actually had to use Rotini myself on Thanksgiving because my store was out of the Cellentani too! I hope this was a huge hit at your Thanksgiving feast and that there was enough for you to get your share – or you might just have to make it again with less people to share it with 🙂
Hi, Jen! Wanting to make this for our Worship Team side, along with the Slow Cooker Shredded Mexican Chicken (I have made this before). Was wondering if I could make the Mac n’ Cheese the night before, refrigerate and cook the next day?
Hi Karen, yes, that should work just fine! Good luck and enjoy!
Since being diagnosed as a Celiac I have not really been able to enjoy any kind of mac and cheese as I use to be able to. Gluten free recipes don’t always turn out quite like the non GF recipes. I saw your link on Facebook and thought I would read through it to see what made this one so different. I liked what I saw and knew I could make this gluten free so I tweaked the recipe by using GF Mueller’s elbows, GF Bisquick flour, GF chicken bouillon, and GF Panko bread crumbs which I omitted because it doesn’t seem to be as good of a topper for casseroles as the non GF Panko bread crumbs. Other than maybe a tad too much sour cream and using provolone next time instead of smoked Gouda, I have fallen in love with Mac n Cheese all over again! Thank you for sharing this with us all! Oh and my family absolutely LOVED it and they are not always in love with the gluten free recipes I make.
Hi Randy, I LOVE hearing that you were able to fall in love with Mac and Cheese all over again – happy dance!!! I’m so glad you were able to tweak this recipe to exactly what you need and that your family loved it too. That is awesome! I hope you are able to adapt some of my other recipes to meet your needs and that they will be just as delicious. Have a great weekend!
This is awesome!! I love homemade Mac and cheese and this the best one I’ve ever had. I love that it didn’t contain eggs BC I don’t like the ones that do. This is creamy cheesy deliciousness that will definitely go into my recipe rotation. Thanks for recipe!!!
Hi Jessica! I am thrilled you loved this mac and cheese and the “creamy cheesy deliciousness” :)!!! Thank you!
I absolutely love this recipe! Directions are super easy to follow and the finished product is just amazing! I will definitely be making this again for my family.
Awesome Amelia! I am thrilled you find it easy and delicious and a new family favorite! yay! Thank you!
I just made this and now awaiting the 25-30 minutes before it comes out of the oven. My kitchen smells soooooo good and we are excited to eat it. Will let you know what me and my family thinks! Thanks for the recipe!!
You are so welcome Cheryl! I hope it tasted as good as it smelled and is a new family favorite! 🙂
Hi! I was wondering if the sour cream taste is very strong in this as my boyfriend and I aren’t huge fans. If so, any substitute suggestions? Also wanted to know if this could be made buffalo style- not with chicken, just a buffalo sauce?
Thank you!
Hi Ariel, I don’t find the sour cream taste very strong – there is so much cheese that cheddar is the prominent taste. As far as buffalo style, that would be delicious! I would just add buffalo sauce to taste to the pasta sauce. Enjoy!
If God came back to earth this mac n cheese would definitely be part of the first supper!!! My word this is literally one of the best things I have ever had the pleasure of eating. Bless you woman!!!!
this is the BEST comment ever! I am thrilled you loved it THAT much!!! Thank you so much for making my day, my week! 🙂
This macaroni has phenomenal flavors!!! I have made it so many times but this week I added butternut squash and made some changes to the recipe and it turned out amazing. I blogged about it here:
http://www.creativecompassionatehappy.com/2016/10/three-cheese-mac-and-cheese-with.html
Thanks so much for sharing this. Your recipe is so good that my kids and hubs got seconds and THIRDS…even with squash in it 🙂
Hi Sam, I love hearing you have made it multiple times and love it! I’m sure your spin with butternut squash is delicious!
Your recipe sounds delishes! Have you tied making this with a slow cooker or a similar version?
Hi PC! I haven’t tried making it in the slow cooker but if you do, let me know how it goes!
I’m going to make this tomorrow I’m super excited. Have you ever used Gruyere in it, I’m tempted to add some, but I’m no cook so I don’t know if it would ruin the flavor?!? What do you think?
Hi Melanie, I LOVE Gruyere and would definitely add some- it will be delicious!
Hello! Came across this recipe and it looks amazing… but curious about subs for the chicken bouillon to make it vegetarian friendly?
Thanks!!
Hi Nicole! There aren’t really any good substitutions for chicken bouillon- it will still be delicious without it! I would just be sure to add some extra salt to taste. ENjoy!
Do you ado the cooked panko breading before or after you put the mac and cheese in the oven?
After 🙂
Thanks! I’m making it this weekend for Friendsgiving (^_^)
Awesome Jessica!!! Happy Friendsgiving!!
I am making a double batch of this today for about 30 high school Varsity football players!!! We are having burgers and hot dogs and i saw this and had to add it to the mix. I can’t wait to try it and know the boys will love it!!!! Thanks so so much.
Hi Kary, sorry for the delay, I have been swamped with everything Thanksgiving 🙂 It sounds like you are the hero to the varsity football team with such a delicious feast! I love that you are going above and beyond to make this for them along with the burgers and hot dogs! I hope they absolutely loved the mac and cheese and that you will be making it again and again!
Hi there!
Do you think you could make this ahead if you kept the noodles and sauce separated until ready to bake ? Trying to make thanksgiving go as seamless as possible . Thanks in advance !
Absolutely! I think that would work great! Happy Thanksgiving!
Glad I came across this. I’m making it for Thanksgiving. I can’t wait to try it.
Thanks!
You are so welcome Kim, I hope it was a huge hit! Happy belated Thanksgiving!
Do you think this will work with rotini as a substitute pasta?
Hi Laurie, I think that would be fine but definitely try the Cellentani when you get a chance!
This is THE best mac & cheese EVER! My husband said that this is the kind of recipe that gets you invited back. My new go-to and I’ll be making it again for Christmas!
LOL! I love that comment! I am thrilled it is your new go-to and favorite enough for Christmas too! Thanks so much Crystal!
I am CONVINCED that there isn’t anything you make that I won’t like. This is a late post, I made this recipe after the dinner rolls recipe for Thanksgiving and it was scrumptious! Mac N Cheese is big in my family (6 kids) and this was definitely a huge hit! I rave about your site any chance I get!
Love your recipes, there is an immense amount of flavor in every one of them!
You are awesome LaTia, I LOVE your comment so so much, thank you! I am thrilled you loved the rolls and the mac and cheese and everything else you have tried! It sounds like we are foodie kindred spirits 🙂 Thank you for making my recipes and for sharing my site with others! I hope you have a very happy holiday season!
Taking this to a potluck tomorrow should I put it in the fridge or leave it out
It should be refrigerated. Have fun!
Just made this today and it is inexplicably delicious. I used vegetarian bouillon instead of chicken and mozzarella cheese instead of provolone. Never going back to regular macaroni and cheese again- thank you so much!!
Hi Sunny, I love your term “inexplicably delicious” – thank you and the mozzarella sounds like a delicious substitute! So happy this has won you over!
I have been on a never ending hunt for the ultimate mac & cheese recipe for years. I believe I may have found it with this one, making this tonight as a side to a crockpot pot roast I’ve had cooking since 10am this morning. Still putting together my Christmas dinner menu, hoping to add this to the menu. Will keep you posted and am super excited to try this out!
I am so sorry for my delayed response as I have been super behind with the holidays, but thank you so much for taking the time to comment! I truly hope your hunt for the ultimate mac and cheese has ended!
This looks absolutely delicious, and I am planning on having this for Christmas tomorrow. With splitting Christmas up between two families and having a crazy day, I was wondering if it would be okay to make it now, refrigerate it overnight and then bake it before eating tomorrow? My Do you think the consistency would still be good, or should I just wake up and make it in the morning?
Hi Chloe, sorry I was on vacation and just now seeing this. I hope it turned out okay and that you had a very Merry Christmas!
Hi Jen,
I’ve been experimenting with mac & cheese ever since I started making it on my own. I guess I was somewhere between 8-10 years old. Of course as I got older the more creative I got. I love your recipe & I can’t wait to be able to try it. This is going to be a really strange question because I’m just an odd duck so to speak lol
My only problem is the dijon mustard. I’m highly allergic to it, so is there some way to substitute the mustard (I can’t have any type, because it’s the seed itself I’m allergic to) or can I just omit it altogether without it being an issue?
Hi Cristyne, I hope after making mac and cheese since you were 8 that this one does not disappoint – that is super impressive:)! I would just leave the Dijon out and not try and substitute it – there are enough seasonings going on that it will still be delicious. Enjoy!
Hi! I am so excited to have come across your million dollar mac n cheese:) we have a pot luck lunch at church tomorrow. I am thinking of trying this in the crockpot! ! I don’t know if you will see this message today but if you do would you happen to already know if it would work ok in the crockpot? 🙂
Hi Kristie, sorry I am just now seeing this. I would have said I wouldn’t prep it in the crockpot but you could try keeping it warm in the crockpot. How did it end up going?
Could this be somehow made “gluten free”?
Hi Linda! If you skip the panko topping and use gluten free pasta and gluten free flour. Good luck!
When you say salt do you mean kosher salt or regular iodized salt.
Also when you transfer the pasta over to the cheese sauce do you just scoop it out or do you drain and rinse? Thanks!!
Hi Matthew, I mean regular table salt. You will want to drain your pasta before adding it to the cheese sauce – no need to rinse though. Hope this helps. Enjoy!
I really would like to make this recipe, but I don’t like sour cream and do not keep it in the house. Could you do a layer of cottage cheese instead? Have you tried this? I wonder if it would be too lumpy.
Hi Cristina, if you like cottage cheese, then I think it would be great with it! I haven’t personally tried it but I imagine it would be similar to ricotta in lasagna. Let me know how it turns out!
Best. mac. ever. Period. I’ve hunted high and low & I finally found you. Just wow. Creamy, dreamy and so easy!! Thank you soooo much for this keep for life recipe. The one and only!! I could go on!! ❌⭕❌⭕❤❤❤❤
Awesome Al! I am thrilled you finally found your one and only mac and cheese, that makes me so happy! Thank you for taking the time to comment!
Jen this was so good! I usually save Mac and Cheese for a special once a year treat. My grandson was visiting and he is worthy of this treat. Two questions for you. Will this freeze well and what is the best way to reheat once refrigerated and after freezing. Thank you for sharing this wonderful recipe.
Hi Linda! I’m glad our grandson came in town so you could make this 🙂 Unfortunately, I don’t recommend freezing this – the texture will get funky and separate. I guess you are going to have to eat it for breakfast, lunch and dinner 🙂
Hi Jen
I made your beef stroganoff. Delicious! Even though I am constantly on food websites and blogs I have never taken the time to write to the author until now. It has been raining like crazy in Southern California so tonight I told my husband I would be making Smothered Baked Chicken Burritos. This is so much fun. I plan on trying them all. Which recipes are your reader’s favorites? I just found you, thank goodness, this week. I thank you from the bottom of my heart for sharing. I have worked with renal failure patients for many years. After reading your bio I was so impressed that you survived all that you must have gone through. God bless you and keep that positive attitude. It really does make a difference in the outcome. Thanks again! Oh, and I guess if the chef tells me I have to eat all that luscious mac and cheese I will have to force myself to comply. Will the stroganoff freeze well?
Linda
Hi Linda, thank you so much for taking the time to write and for your kind words! and more importantly, thank you so much for all your work with renal failure patients! I am sure you are a hero to many with your kindness and encouraging words. I am so happy you loved the beef stroganoff, it is one of our comfort food favs 🙂 I haven’t personally frozen it but I think it should freeze well as the sour cream is mixed with teh sauce and isn’t the main ingredient. As far as readers favs, there are so many categories/types of foods to choose from, but here are a to few, I hope you love them!
http://carlsbadcravings.com/best-slow-cooker-french-dip-sandwiches/
http://carlsbadcravings.com/cheesy-taco-soup-recipe/
http://carlsbadcravings.com/chicken-in-coconut-mango-verde-sauce-recipe/
http://carlsbadcravings.com/chili-lime-chicken-tacos-with-grilled-pineapple-salsa/
http://carlsbadcravings.com/easy-one-pot-lasagna-soup/
http://www.carlsbadcravings.com/slow-cooker-salsa-verde-honey-lime-chicken-recipe/
http://carlsbadcravings.com/slow-cooker-barbecue-ribs-recipe/
http://carlsbadcravings.com/philly-cheesesteak-sandwiches-recipe/
Hi! I have been eyeing this recipe for a while and finally decided to make it. I realized I only have plain and seasoned breadcrumbs though. Will these work or do I need panko because I really want that crispiness!
Hi Katie, Panko is the only breadcrumb that will deliver that level of crispiness 🙂
I have tried so many mac and cheese recipes looking for one that actually tastes delicious and I finally found it. I made this yesterday for my son’s birthday and EVERYONE raved about it and is demanding the recipe. Thanks for finally ending my search for a delicious mac and cheese.
I’m so happy the search is over Shannan, thank you! And please tell your son Happy Birthday from me!
This looks incredible. I can’t wait to try it! But I’d also love the recipe you mentioned for your moms marinara pasta with provolone and sour cream!
Thank you Michelle! I haven’t posted my mom’s recipe yet but I need to! Check back in a few weeks for it 🙂
JEN!!!!! Couldn’t even tell you the exact search query that brought me to your blog and this recipe. All i can tell you is WOWZA. I am a HUGE cheese aficionado, and, ergo, a big time mac & cheese snob. I critically assess every “best mac &c cheese” list that comes out of my hometown (Toronto) and just can’t figure out why even the best restaurants can’t seem to nail my fave dish. They’re usually void of flavour and super dry or they just melt some marble cheese on top and call it a day. Let alone, trying to find a recipe to make the world’s best mac & cheese in my own kitchen! I’ve spent hours scouring recipes in the past and picking ones from acclaimed chefs with stellar reviews. And guess WHAT..none of them even come close to yours!!! I’ve been disappointed time & time again, til now. THE BEST MAC & CHEESE IN THE WORLD. HANDS DOWN. Thank you, thank you from the bottom of my heart and from my belly for knowing and sharing what Mac & Cheese should be. Can not WAIT to try a billion of your other recipes, you’re obviously a lady who knows really, really, really good food. If I could vote for this somehow and tell the world how much this recipe definitely blows any mac & cheese ever featured on the Food Network out of the water, I would! Love ya. I really do 🙂
I LOVE your comment so so much Cheese Girl, thank you! It sounds like you truly know your cheese and definitely your mac and cheese so I am especially honored you love my Million Dollar Mac so much and find it the best Mac and Cheese ever – whoa – seriously awesome!!! I hope you find my other recipes equally delicious – some readers all time favs are the Baked Smothered Burritos, French Dips, Sun-Dried Tomato Basil Shrimp, Slow Cooker Carnitas, Chicken in Coconut Mango Verde Sauce – just for a short list to start 🙂 Thank you so much for making my day!!!!
I will be trying this tonight with my 11 year old stepson who wants to learn how to cook. Can’t wait to try it, looks delicious!
So fun Angie! I love that our stepson wants to learn how to cook and such a fun thing to do together – especially when the end result is this mac and cheese 🙂 Hope you both loved it!
The 4 cups of cheddar- is that 4 shredded cups?
yes 🙂
Thank you!!
Ooh can’t wait to try this! With only 3 people in the house to feed, I think I need to halve this recipe lol. Any idea what size pan I should use for making half?
Hi Chi! A 8″ square should do the trick! Enjoy!
I’m thinking of trying this yummy looking recipe, though making it gluten free. With celiac disease, there are many dishes you just have to make for yourself if you want them, because you can’t order them out anywhere. Mac and cheese is definitely one of them! I’m looking forward to trying your version with obvious GF substitutes.
I do have a question: Do you think plain greek yogurt would work instead of sour cream?
Thanks!
Courtney
Hi Courtney, I’m so glad you can make this gluten free, I hope you love it! I wouldn’t use Greek yogurt as it is quite tangier than sour cream and I think would throw the flavors off. If you don’t want to use sour cream, I would just leave it out instead of substitute it. Hope that helps, enjoy!
Making this tonight! I am so excited! Have never tried a recipe of yours that hasn’t been delicious. 🙂
I love hearing that Patricia, thank you! I hope you will love this one just as much!
How do you keep this hot at a potluck/party? I love it when it is right out of the oven, but I want to prevent it from getting dry! Any tips?!
Hi Ria, that is a tricky one! I always cover tightly in foil then place a warm towel over it and a towel on top of that. Seems to work pretty well! You could try transferring it to a crockpot – but that could get messy 🙂
I’ve been eyeing this recipe for weeks. My husband is out of town on business, so my son and I treat ourselves to mac and cheese while he is gone. This was better than restaurant quality. The provolone/sour cream layer provided the ooey-gooey-ness my other recipes have been missing. Can’t wait to make it again.
Thank you for such an awesome compliment Lori! I’m thrilled you found this better than restaurant quality and loved the hidden layer! Thanks for taking the time to comment!
Love the Million Dollar Macaroni and Cheese dish. Got good reviews from my guests on it. I did not have provolone cheese and used mozzarella slices. Found I should have shredded it as it they were a little thick and did not melt well. Also, saw no need for toasting the bread crumbs as mine were Italian flavored panko crumbs. Thanks for the wonderful recipe and I hope to dazzle my family.
Awesome, so happy you and your guests loved it! Thanks Sharon!
Do you think it would be ok to substitute cassava flour for the regular flour and arrowroot powder for the cornstarch?
Thanks!
Hi Tammy, I think cassava flour would be fine but you might find you need additional olive oil/butter as it tends to absorbs more liquid. I have never cooked with arrowroot powder but found this: Replacement for Cornstarch (2 teaspoons Arrowroot flour = 1 tablespoon Cornstarch) Hope that helps!
Could you forgo the red pepper flakes? Does it make it spicy or no? I’ve never cooked with them.
Hi Erika, it does not make it spicy, just adds a flavor but you can definitely forgo them if you don’t have them on hand and it will still be delicious!
Thank you!!!!
Jen, I just want to say this mac and cheese is incredible! The kids came home from college and gobbled it up! It is so cheesy and the long strings of cheese while your eating it is fantastic. Thanks so much for the terrific recipe.
Thank you so much Marysue! I love hearing that even the college kids gobbled up this “grown up” version! What a comfortingly delicious meal to come home to!
This sounds amazing! However, I dislike sour cream but I have found in some recipes it simply adds creaminess, not so much flavor. So does it taste like sour cream in this, or just make it creamy? Thanks!
I think its somewhere in between – it adds creaminess and a little taste of sour cream, but only if I’m really trying to analyze it for a non sour cream eater, otherwise I don’t think you would notice. You could always use less or Crème fraîche instead, which is less sour than sour cream. Hope that helps!
Hi, could you please share your baked ziti recipe please!
Thank you!!!
Hi Eliza! I will be sharing a version this Fall 🙂
I tested multiple man ‘n cheese recipes before my sons graduation party and this one won, hands down. I made 4 batches with 6 batches of sauce for 1.5x the sauce for each and kept them overnight in the fridge. Everyone LOVED it. So much that I’m making 3 batches this morning for a friends party and this is the third grad party my sons friends have requested that I make it for them.
ps….I cut the panko in half.
Hi Gina, sorry for the delay as I am way behind after recovering from pneumonia, but I so appreciate your comment! I am so flattered that this was the best mac and cheese after all your taste tests and that it continues to be a favorite! I also appreciate your feedback on making 1.5x the sauce and keeping them in the fridge – super helpful! thanks Gina!
This is an awesome mac and cheese recipe! Everyone absolutely loved it at the party I took it to. I put mine in a crock pot instead of in the oven and did 3 layers instead of the 2 and just omitted the bread crumb topping. It turned out great!
Thank you!
Thank you so much Erica! I am so happy it was such a hit! And thanks for the crockpot tip – so great to know!
I am so excited to make this! I’m making it tomorrow night for a family dinner. For years I’ve been making Patti LaBelle’s “Over the Rainbow Mac-N-Cheese”. However, after talking to my hairdresser today (they are absolutely a wealth of knowledge!) she told me about this recipe and how it’s been a HUGE hit with her and her friends and family over the past year. She said whenever she’s invited to a dinner party or BBQ the hostess, friends, and family request her to bring this dish every time! I am a little hesitant on using Onion Powder, Garlic Powder and Chicken Bouillon for Mac-N-Cheese, but I’m absolutely willing to give it a try! I can’t wait to report back on how it turns out! Thanks Jen for putting this recipe out there and THANK YOU Mandy for the suggestion! I’m excited! 🙂
Hi Noelle, thank you for such an awesome comment! I love hearing the story of your hairdresser and what a huge hit its been with her family and friends! I hope you love it just as much!
Hi Jen, I made this last night and it was a hit. The family said it was the best ever. I did notice though that my sour cream curdled (not something men would pay much attention 😉 I thought this a bit odd since the sour cream did not curdle in the your amazing Penne recipe. Any ideas, thoughts or suggestions on how to prevent that from happening the next time? I definitely plan to use this as my go to mac and cheese recipe. Thank you so much for sharing your talent with all of us.
Hi Amber, I’m thrilled the family said it was “the best ever!” I am totally mystified why the sour cream would curdle in one recipe and not the other – sorry I am of no help!
Oh my! I have been making different Mac & cheese recipes since my childhood. This is the best one I’ve made yet. Every time I think I’ve found a good one my kids will eat it but always comment it isn’t as good as the blue box. This is the first one ever that didn’t get that comment. In fact my daughter said “this tastes like something you’d get in Applebee’s!” Biggest compliment ever! And those cheese pulls! Wow! Like 10 inches every time!
Thank you so much for taking the time to comment Tara! I love your comment about the cheese pulls – hahaha! I am thrilled you finally found a recipe that the family likes as much as the the blue box! I hope you find more recipes to love here!