Homestyle Macaroni and Cheese Bake

Total Time
Prep 30 mins
Cook 15 mins

I like this recipe because it's a great side dish for fried chicken, chops or meatloaf. I got the cream of mushroom soup idea from my grandmother who faithfully added it to boxed macaroni and cheese. I just decided to take it to another level!

Ingredients Nutrition


  1. Cut ingredients in half or thirds for less servings.
  2. Boil elbow noodles till done, but still firm.
  3. Drain.
  4. Rinse with warm water to remove excess starch.
  5. Cut processed cheese into chunks.
  6. Pour water in large saucepan and heat till slightly boiling.
  7. Add all processed cheese, stir till almost melted.
  8. Lower heat on cheese sauce to prevent scorching and add mushroom soup.
  9. Stir till fully incorporated.
  10. Remove from heat.
  11. Pour noodles into roasting pan.
  12. Add butter and stir till melted.
  13. Stir in cheese sauce.
  14. Top with shredded cheese and bake at 350F till top is slightly brown.


Most Helpful

Well, I thought I had tried them all. However this one has them all beat hands down. The problem with mac n cheese recipes, is that people usually think the putting many kinds of cheese in a the recipe, somehow makes it the best. Problem with that philosophy, is that after a while, the dish becomes overly rich. This dish, uses a lot of Velveeta and cheddar, but the mushroom soup, makes it different, but no one will know ever know that you've got it in there, even the mushroom haters. I know now that I will never need another recipe for my favorite comfort food. What I need is about 3 or 4 more stars so I could give this eight stars. Try it and I think you'll agree.

Max Thames February 12, 2010

I originally gave this just 3 stars, but had to come back and give it 4, and then finally all the way up to 5! I tried halving the recipe and it came out too cheesy creamy. After I posted my original review I added more cooked macaroni and it became delicious, especially the next day. The kids still don't like it (they're boxed mac n cheese addicts), but I do, and I still think it tastes alot like Stouffer's... only better. I will definitely make this again. I just need to figure out how to cut down the mass quantity of servings this recipe makes. That's still okay, because the leftovers are awesome.

Laura O. December 24, 2007

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