Cheese Baked Macaroni

When we were growing up, Mama used to make the best homemade macaroni and cheese I ever ate. I really wish I had her recipe, but since I don’t, I made up my own. I take it to all the family dinners and receive rave reviews – but that’s just because they never ate Mama’s! It’s good, but not as good as Mama’s!

Cook time: 30 Min
Prep time: 30 Min
Serves: 12



1 lb pasta (for fun, use mix of elbow, bowtie, shell)
1/2 stick butter
1 c milk, whole
1 lb Velveeta cheese, cubed
4 oz cream cheese, cubed
8 oz sharp cheddar cheese, shredded
8 oz 4-cheese mix, shredded (e.g., Italian or Mexican combination)
4 oz Parmesan cheese, shredded
salt and pepper, to taste


1. Preheat oven to 350 degrees. Grease (or spray) a 9×12 baking pan or casserole dish (I like to use glass).

2. Cook pasta according to directions. After thoroughly draining the cooked pasta, return it to the pan (with burner off).

3. While pasta is still very hot, add milk, butter, Velveeta, cream cheese, salt and pepper.

4. Stir until all items are melted and distributed evenly.

5. Pour half of the pasta into the baking pan and top with 1/2 of each of the remaining cheeses.

6. Add the remaining pasta and top with the remaining cheeses.

7. Cover pan (with lid or foil) and bake for 30 – 40 minutes until cheese are bubbly and beginning to turn golden brown.

8. Last Step: Don’t forget to share!


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