The BEST Creamy Macaroni and Cheese

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This creamy macaroni and cheese is going to be your family’s new comfort dish – guaranteed! It’s rich, perfectly cheesy, creamy, and has a little crunch on top creating the perfect flavor party in your mouth!

My family really enjoys this dish, but then again, I don’t know of a child (or husband, but isn’t he really just another child? Just kidding – love you, honey!) who doesn’t love mac and cheese! I fiddled around a bit with my recipe to make sure it was the perfect consistency and texture. The final product came out creamy and decadent with a little crunch from the breadcrumbs on top. 

Creamy Macaroni and Cheese

I’ve had some friends mention that my version is sort of like the infamous California Pizza Kitchen kid’s macaroni and cheese dish except this one has the added benefit of the breadcrumbs. I think this will become any CPK lover’s go-to creamy macaroni and cheese recipe for holidays, comfort food, and cookouts. 

Ingredients for the Perfect Mac and Cheese:

The ingredients are simple (ah, the beauty of mac and cheese). Your most important ingredients are bow tie pasta, bread crumbs, and cheese. But what kind of cheese, you may ask? 

Cheese needed for the PERFECTLY Creamy Macaroni and Cheese:

  • Velveeta cubed
  • Cottage cheese
  • Shredded sharp cheddar 

Along with that trifecta of cheesiness, you’ll need a few kitchen staples to make it the best you’ll ever eat. Just round up your butter, four, salt, sugar, milk, and cream, and you’re ready to go!

How do I make it so Creamy?

You’re going to start by cooking the bow tie pasta according to the package instructions, and while it’s cooking you’ll melt the butter in a separate saucepan. Stir in the flour, salt, and sugar until it’s smooth, and then gradually – and I mean gradually – stir in the milk and cream.

Bring that concoction to a boil and stir it until it’s thick. Once it’s reached your desired consistency, reduce the heat and add in all the cheeses. Stir until it’s a bunch of melty goodness. 

Combine that with the cooked and drained bow tie pasta, and pour it into a lightly greased baking dish (I use a 2 ½ qt. baking dish and it seems to be best). Melt the remaining butter and combine that with the bread crumbs before sprinkling it over the top of the macaroni dish. 

Finally, bake uncovered for 30 minutes and enjoy! The bread crumbs will probably brown a bit and that’ll give you the best crunchy topping. 

Variations and Companion Dishes

Now I know everybody has their own favorite mac and cheese. Some people add bacon to theirs and I say more power to you! If you’re one of those people who wants to add stuff in, go right ahead. Think of this recipe as your base and then include additions of your choosing. 

You know what might be incredible in here (and good to sneak in some veggies for the kids)? Broccoli! Let me know if you try that before I get the chance to! 

Mac and cheese is obviously a delicious meal on its own, but if you’d like to serve it as a side to something, may I suggest a few recipes? 

  • Baked Homemade Chicken Nuggets: It doesn’t get any better than this for my kids. 
  • Tomato Cucumber and Avocado Salad: I know this may seem odd but trust me. The lightness of this salad alongside the creaminess of the mac and cheese balances each other out gorgeously. 
  • Reuben Sliders: Perfect for a party or cookout. You can whip up a bunch of these sliders and serve the creamy macaroni and cheese with it!

I hope you all enjoy this dish! Tell me how you serve this dish by commenting below or tagging me on Instagram

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Creamy Macaroni and Cheese
Prep Time
30 mins
Cook Time
30 mins
Total Time
1 hr
Course: Main, Side Dish
Servings: 6
Author: Malinda
  • 3 c. uncooked bow tie pasta
  • 6 TBSP. butter divided
  • 1/4 c flour
  • 1 tsp. salt
  • 1 tsp. sugar
  • 1 1/2 c milk
  • 1/2 c cream
  • 4 oz. Velveeta cubed
  • 1 1/3 c cottage cheese
  • 2 c. shredded sharp cheddar cheese
  • 1 c. soft bread crumbs
  1. Pre-heat oven to 350.
  2. Cook macaroni according to the package directions and drain.
  3. While macaroni is cooking, melt 4 TBSP butter in a saucepan.
  4. Stir in flour, salt and sugar until smooth.
  5. Gradually add the milk and cream.
  6. Bring to a boil; cook and stir for a minute or until thick.
  7. Reduce heat and add the cheeses; stir until melted.
  8. Combine with the cooked macaroni.
  9. Pour into a lightly greased 2 1/2 qt. baking dish.
  10. Melt remaining butter and combine with bread crumbs.
  11. Sprinkle over the top of macaroni.
  12. Bake uncovered for 30 minutes.

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