Total Time
Prep 10 mins
Cook 30 mins

I have been making this recipe since my son was small, it's also great made with rotini (corkscrew) pasta ---prep time does not include cooking the macaroni, you may omit the breadcrumb topping if desired.

Ingredients Nutrition


  1. Set oven to 350 degrees F.
  2. For topping; in a bowl combine the breadcrumbs with melted butter; set aside.
  3. In a large saucepan, cook the macaroni until firm-tender; drain, and add the Velveeta cheese, stir well; set aside.
  4. In a medium saucepan melt butter, add flour; stir well.
  5. Add in the milk or half and half, mustard, cream cheese, salt and pepper, then stir until cream cheese is thoroughly combined and melted.
  6. Add in parsley then pour over macaroni mixture.
  7. Transfer to a large casserole dish.
  8. Top with 1-1/2 cups breadcrumbs mixed with 2 Tbsp melted butter.
  9. Bake for 30-40 minutes or until top is a light golden brown.
Most Helpful

Wow - I have never even liked Macaroni and Cheese _ I made this for my granddaughters (ages 6, 9 and 18) when they visited. They decided it was the best they had ever had (and these girls are mac and cheese afficiandos) and I loved it too - very creamy and rich. I had to make it again the next night for them! Kittencal - you are my hero - no kidding - every one of your recipes I have tried has been perfection! thank you so much for your generousity in sharing your fabulous recipes.

SuzieQue July 06, 2009

Another delicious recipe from Kittencal! This was so creamy and yummy! I was looking for a recipe for mac and cheese that contained cream cheese, to try and copy a dish that I tasted at a potluck dinner...this was perfect! I don't really like a lot of breadcrumbs, so I probably only used about a 1/5th of what it called for, and I left out the parsley by accident. Yum!!!

Khinson June 16, 2009

The phrase that comes to mind is Kick A$$!!! Can I say that? This recipe is rediculously good. I'll definately be making it again. I didn't use the bread crumb topping and I upped the macaroni to 2 cups (which was fine, there's more then enough sauce for it!) Keeper keeper keeper. Thanks Kitten!

Nikoma April 29, 2010