Homestyle Macaroni and Cheese

"It's not a lowfat casserole, but it's so delicious you won't care. Add leftover ham for an even heartier meal."
photo by Moonwalk02 photo by Moonwalk02
photo by Moonwalk02
photo by Pismo photo by Pismo
photo by Quest4ZBest photo by Quest4ZBest
photo by Cynna photo by Cynna
Ready In:




  • Preheat oven to 400 degrees Fahrenheit.
  • Cook macaroni (1/2 pound= 2 cups dry) until just al dente.
  • You can use elbows for a traditional look, but try scoobi-doo-- it works well in this recipe.
  • Drain pasta well.
  • While the mac is boiling, melt the 1/4-cup butter in a large pot.
  • Whisk in the flour.
  • Over med heat, whisk until smooth and bubbly (only about a minute).
  • Stir in milk, cream cheese, salt, pepper& mustard.
  • Keep cooking and stirring until sauce is thickened-- about three or four minutes.
  • Cut the block of cheddar into half-inch cubes.
  • Add drained macaroni and cubed cheddar& combine well.
  • Pour into a casserole sprayed with Pam.
  • In a small bowl, combine the remaining ingredients and sprinkle over top.
  • Dust with paprika if desired.
  • Bake for 15-20 minutes, or until top is golden brown and casserole is heated through.

Questions & Replies

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  1. Mysterygirl
    We loved the creamy texture of this dish. I didn't know that homemade mac & cheese was so easy. I added ham & broccoli to make it a main dish casserole and my husband, who doesn't care for mac & cheese said that it was a keeper. Thanks for the suggestion, Lennie.
  2. Mirj2338
    I have made a zillion and one different versions of macaroni and cheese, but never with cream cheese in it. This one was so luscious, we're going to be having it more often. It's a cross between mac and cheese and elbows alfredo. Thanks Lennie!
  3. Richard-NYC
    I have wanted to make this recipe for months and I knew that has it was baking in the oven I was in for a major "good thing." It was so good that I have been sneaking nibbles of cold mac and cheese. Lennie, this is a very addictive and wonderful recipe. I just wish I had made it sooner!
  4. sydsmama
    This was very yummy! Went great with BBQ ribs in the crockpot and Caesar salad. Thanks for the recipe!
  5. Tara1183
    This was soooooo good and creamy. We all loved it, there was so much cheese everyone was too full to finish. I made an error reading the recipe however and added 1 TBSP of dry mustard instead of dijon. I tasted it after mixing but prior to baking and it had a bite and I was afraid it wouldnt turn out okay to eat but to my suprise it seemed to almost totally go away after cooking, noone even noticed and kids pick things like that out. Thanks Lennie!


  1. Dustin D.
    Add smoked Gouda bacon and jalapeño
  2. alkaloidqueen
    Loved this! Perfect comfort food! Instead of breadcrumbs I used crushed Corn Flakes and no butter mixed in the topping. Thank you!
  3. random witty name
    Such a great dish. It's a regular here, everyone loves it. I serve it with a recipe I have in a cookbook of mine, bacon wrapped breadsticks AKA bacon twists. Thank you very much for posting it. I only have 3 changes to this. I just cut out the middle man and use italian bread crumbs to top it, shredded cheddar instead of cubed, and coarse ground mustard instead of dijon (Which adds a pleasant flavor it imo). If I could give 10 stars I would.
  4. viennagirl
    This was great! I did change a couple things, just to make it even easier and to go further (my kids eat like they have hollow legs). I used a whole pound of macaroni so I had to increase the amount of salt to 1tsp. I added an extra 1/2 cup of milk. I also added 1/4 tsp (scant) onion powder. Instead of baking it, I just mixed the cheddar (actually used 1/2 cheddar/1/2 Velveeta) in until it was melted and poured it over the drained macaroni (that I'd put back in the pot) and ate it just like topping. It was super yummy. I've been looking for a great mac and cheese recipe and now I have it! Thanks for posting this!!
  5. Dominick and Amanda
    I wanted to update my review because I made this again and it was amazing (again). I doubled the recipe so I could make it into a casserole. The only thing I didn't double was the cream cheese and it actually made it a bit lighter than the first time we had it (which we liked). I also added a little white pepper along with the black pepper. Instead of breadcrumbs used whole wheat Ritz crackers. YUM! I definitely suggest doing that if you can. I used soy milk in place of regular and used half white sharp cheddar and half orange (or yellow). I love this recipe. It's one of my favorites!!!


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