Ultimate Creamy Mac and Cheese is everything you hope for in this classic dish: perfectly cooked pasta swimming in a thick, velvety cheese sauce that combines sharp cheddar, creamy mozzarella, and a hint of parmesan. The sauce coats every noodle with just the right amount of gooey goodness, making each bite a comforting, cheesy hug.
I love making this mac and cheese when I want something that feels like a warm, familiar treat but also stands out with its rich, creamy texture. One of my favorite tricks is to add a little bit of mustard powder and garlic to the sauce to give it an extra layer of flavor that keeps everyone coming back for seconds. It’s simple to make but tastes like you spent hours in the kitchen.
My go-to way to serve this dish is straight from the oven, baked just until the top gets a bit golden and a little crisp. Sometimes I sprinkle on some breadcrumbs or extra cheese before baking for that perfect finishing touch. It’s perfect as a side but honestly, I’ve been known to eat it as a main whenever I’m craving a cozy, cheesy meal. This mac and cheese is just the kind of food that hits the spot every time.
Key Ingredients & Substitutions
Cheddar Cheese: Sharp cheddar gives a classic tangy flavor. If you want a milder taste, use mild cheddar or Monterey Jack.
Mozzarella: Adds great creaminess and meltiness. You can swap it with provolone or fontina for a similar effect.
Parmesan Cheese: This cheese adds nuttiness and depth. Pecorino Romano works well as a substitute.
Milk & Cream: Whole milk and heavy cream create a rich, smooth sauce. For a lighter option, try 2% milk and half the cream.
Butter and Flour (Roux): These thicken your cheese sauce and give it a creamy texture. Use equal parts butter and flour for best results.
Dijon Mustard: Enhances the cheese flavor without tasting like mustard. Dry mustard powder is a fine substitute if you don’t have Dijon.
Breadcrumbs: They give a crunchy topping that contrasts nicely with the creamy pasta. Use panko for extra crunch or skip if you want softer topping.
How Do You Make a Thick, Creamy Cheese Sauce Without Lumps?
The secret is the roux and slow mixing. Here’s how to get a smooth sauce:
- Start by melting butter over medium heat, then add flour and whisk constantly. Cook it for 2–3 minutes until golden, helping to get rid of the raw flour taste.
- Slowly add cold milk and cream in small amounts while whisking nonstop. This stops lumps from forming.
- Keep stirring the sauce on medium heat. It will thicken in about 6–8 minutes. Be patient and don’t rush this step.
- Take the sauce off the heat before adding cheese. Stir cheese in slowly off the heat to keep it smooth and melting evenly.
This step-by-step makes sure your mac and cheese sauce is creamy, smooth, and rich—exactly how it should be.

Equipment You’ll Need
- Large pot – I use this to cook the pasta until perfectly al dente, so it absorbing the cheese sauce nicely.
- Medium saucepan – this is where the cheese sauce comes together; it’s the right size for whisking and simmering.
- Whisk – keeps the sauce smooth and lumps-free, especially when mixing the milk and cream with the roux.
- Measuring cups and spoons – helps you get the right amount of ingredients for consistent results.
- Baking dish – a 9×13-inch dish is perfect for baking the mac and cheese with a crispy topping.
Flavor Variations & Add-Ins
- Cooked bacon bits – add crispy bacon for smoky, salty bites that go great with cheese.
- Sautéed vegetables – stir in cooked broccoli, spinach, or bell peppers for extra color and nutrition.
- Different cheeses – try Gruyère, blue cheese, or pepper Jack for unique flavor twists.
- Spices & herbs – sprinkle in paprika, cayenne, or fresh thyme to add a little heat or aroma.
Ultimate Creamy Mac and Cheese
Ingredients You’ll Need:
- 1 lb elbow macaroni
- 4 cups sharp cheddar cheese, shredded
- 2 cups mozzarella cheese, shredded
- 1 cup Parmesan cheese, grated
- 4 cups whole milk
- 1 cup heavy cream
- 1/2 cup unsalted butter (1 stick)
- 1/2 cup all-purpose flour
- 1 tsp Dijon mustard or 1 tsp dry mustard powder
- 1 tsp garlic powder
- 1 tsp onion powder
- Salt and black pepper to taste
- 1 cup breadcrumbs (for topping)
- Fresh thyme sprigs (optional, for garnish)
How Much Time Will You Need?
This recipe takes about 15 minutes to prepare and cook the pasta and sauce, plus 25-30 minutes baking time. Overall, plan for around 45 minutes from start to finish for a warm, creamy mac and cheese with a crispy top.
Step-by-Step Instructions:
1. Prepare and Cook the Pasta:
Preheat your oven to 350°F (175°C). Grease a large baking dish. Bring a large pot of salted water to a boil and cook the elbow macaroni until just al dente, following the package instructions. Drain the pasta well and set it aside.
2. Make the Cheese Sauce:
In a large saucepan over medium heat, melt the butter. Whisk in the flour and keep whisking constantly for 2-3 minutes until the mixture bubbles and turns golden — this is your roux and it thickens the sauce. Slowly pour in the whole milk and heavy cream, whisking nonstop to keep the mixture smooth and free of lumps. Cook and stir the sauce until it thickens and coats the back of a spoon, about 6-8 minutes.
3. Add Flavor and Cheese:
Remove the sauce from heat. Stir in Dijon mustard (or dry mustard powder), garlic powder, onion powder, salt, and black pepper to taste. Gradually add the shredded cheddar, mozzarella, and Parmesan cheese, stirring until all the cheese melts into a creamy sauce.
4. Combine Pasta and Sauce, Then Bake:
Mix the cooked macaroni into the cheese sauce, making sure every piece is well-coated. Transfer the mixture into your prepared baking dish. Sprinkle breadcrumbs evenly over the top to create a crunchy crust.
5. Bake and Serve:
Bake the mac and cheese in the oven for 25-30 minutes, or until the top is golden brown and bubbling. Let it cool for a few minutes, then garnish with fresh thyme sprigs if you like. Serve warm and enjoy your ultimate creamy mac and cheese!
Can I Use Different Pasta Shapes?
Absolutely! While elbow macaroni is traditional, you can use shells, cavatappi, or penne—just adjust cooking time so the pasta is al dente before mixing with the sauce.
Can I Make This Mac and Cheese Ahead of Time?
Yes! You can prepare up to the baking step, cover it tightly, and refrigerate for up to 24 hours. When ready, bake it straight from the fridge—just add an extra 5-10 minutes to the baking time.
How Should I Store Leftovers?
Store leftovers in an airtight container in the fridge for 3-4 days. Reheat gently in the oven or microwave, adding a splash of milk if the sauce seems thick.
Can I Use Low-Fat Milk or Cheese?
You can for a lighter version, but the mac and cheese may be less creamy and rich. For best creaminess, stick to whole milk and full-fat cheeses.



