Literally The Best Mac and Cheese I’ve Ever Had

I’m not kidding guys. When I put a bite of this Mac and Cheese in my mouth the first time, I literally stopped to shout hallelujah. Okay not really, but I’m telling you it is SO CREAMY AND SO CHEESY and so worth it. 

Literally The Best Mac and Cheese I've Ever Had from The Food Charlatan

I take my food photographs on the porch for the best light. My neighbor Tyrone is always coming over to see what I’ve made (and hoping for a taste of course). He came over when I was taking pictures of this Mac and Cheese and said, “Oh, I make the BEST mac and cheese.”

I said “No, Tyrone. This Mac and Cheese is better than yours.”

And that’s how this happened:

Literally The Best Mac and Cheese I've Ever Had from The Food Charlatan

Here we are at our block party last weekend. I was like, Tyrone, if you seriously think your mac and cheese is better than mine, then we need to put this to a vote. So we each brought a pan to the block party and made people pick which one they liked better. Despite an entire week of trash-talking me, I DESTROYED HIM. See those 2 X’s for his mac and cheese? One was a pity vote from me.

Literally The Best Mac and Cheese I've Ever Had from The Food Charlatan

The recipe is from my awesome friend Hannah. One night I stayed home sick (first trimester blues) on a night that the Young Women at church were having an activity (Hannah and I are their counselors). They made this mac and cheese and doorbell ditched me a big bowl of it.

Eric brought it to me and when I smelled it I almost lost my lunch. But then the next day I was in the mood for it (being pregnant is SO WEIRD). I tried it and could not believe how amazing it was. I had never had mac and cheese like this!

Literally The Best Mac and Cheese I've Ever Had from The Food Charlatan

Want to know the secret? The recipe calls for a half pound of cheese to be layered in between the saucy noodles. See this cheese stretch? HALF A POUND GUYS:

Literally The Best Mac and Cheese I've Ever Had from The Food Charlatan

I went to a restaurant a while back and had the mac and cheese. Here’s how they described it on their menu:

Mac & Cheese $8
bacon / hella cheese / bread crumbs

I’m a mac and cheese purist, so you won’t find any bacon in this recipe, but when Hannah told me that there was a half pound of cheese layered in the center, I definitely thought of this menu description. It’s perfectly appropriate. ALL THE CHEESE.

Literally The Best Mac and Cheese I've Ever Had from The Food Charlatan

Literally The Best Mac and Cheese I've Ever Had from The Food Charlatan

The cheese sauce is super thick.

Literally The Best Mac and Cheese I've Ever Had from The Food Charlatan

You will feel ridiculous adding all this sliced cheese. DO IT.

Literally The Best Mac and Cheese I've Ever Had from The Food Charlatan

Look at that beautiful cheese layer!

Oh and just in case you thought this wasn’t decadent enough, it calls for CREAM in place of some of the regular milk. We may be dying young, my fellow Americans, but we will die happy. Fat and so, so happy.

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Literally The Best Mac and Cheese I’ve Ever Had

Yield: Serves 6 (makes 1 8x8 pan)


  • 2 and 1/4 cups dry elbow macaroni
  • 1/4 cup (half stick) butter
  • 1/4 cup flour
  • 1/3 cup heavy cream*
  • 2/3 cup milk*
  • 1 teaspoon salt
  • 1/2 teaspoon pepper
  • 2/3 cup shredded mozzarella cheese
  • 1 and 1/3 cup shredded SHARP cheddar cheese
  • 1/2 pound cheese cut into slices**
  • For the crumb topping:
  • 1/4 cup (half stick) butter, melted
  • 2/3 cup Panko bread crumbs


  1. Preheat your oven to 350 degrees F. Grease an 8x8 pan (or any 2 quart casserole dish) with butter or nonstick spray.
  2. In a 3 quart pot, boil the macaroni according to package instructions. Omit any salt or fat called for. (Trust me there's enough in this recipe) Should take 6-8 minutes or so. Drain and return to the pot. (If your cheese sauce is not close to being ready, add 1-2 teaspoons oil so your pasta doesn't stick.)
  3. Meanwhile in another smallish pot, melt 1/4 cup butter. Once it is hot, whisk in the flour. Cook 1 minute whisking, until it is bubbly.
  4. Slowly stir in the cream and milk. Stir the whole time until it is thick. Add salt and pepper and stir 1 more minute.
  5. Remove from heat and gradually stir in the shredded mozzarella and cheddar. If it is not melting, put it back on the burner over very low heat, stirring until the cheese is incorporated.
  6. Stir the cheese sauce into the cooked macaroni. It's pretty thick.
  7. Pour half of the mac and cheese into the prepared casserole dish.
  8. Add the 1/2 pound layer of cheese slices. YES DO ALL OF IT.
  9. Pour the other half of the mac and cheese on top and spread.
  10. In a small bowl, melt 1/4 cup butter. Stir in the bread crumbs. Spread the mixture on top of the mac and cheese.
  11. Bake for 20-25 minutes at 350. The top should be turning golden brown and the mac and cheese should be bubbly.


*Or you can omit the cream and do 1 cup milk total. If you're not in it for the win.

**Cheese of your choice. I did half sharp cheddar and half Monterey Jack.

Make ahead: You can assemble this (without the crumb topping) ahead of time (1-2 days), and store covered in the fridge. Add the crumb topping and then bake when you are ready to serve. You will have to bake it longer if you put it in the oven cold, I would guess at least 30-40 minutes.

Source: This recipe is from my girl Hannah. Thanks for sharing Hannah!!

Homemade Macaroni and Cheese << this is a classic recipe from my mother-in-law.

Homemade Macaroni and Cheese from

Ham Mac and Cheese Soup << this is such a crowd pleaser!

Ham Mac and Cheese Soup from The Food Charlatan

Mac and Cheese with Caramelized Onions and Broccoli << a liiiittle healthier than average.

Mac and Cheese with Caramelized Onions and Broccoli from The Food Charlatan





  1. Kris says

    What the heck is “hella” cheese? Also, how did I not hear about the mac & cheese contest?!? After eating my mom’s amazing mac & cheese recipe (which you know of course, is legendary in our family) I had serious doubts about your title “Literally, the best mac & cheese” . . . blah, blah, blah. Yeah, sure Karen. Then I saw the layering of all that cheese and I concede you might be right. I’m willing to give it a try. I’m pretty sure Chip will fall in love with it being the cheese guy that he is. I will give it a try!

    • says

      Haha! Kris I laughed so hard when I read this. “hella” is like hecka, or heck of. Basically it’s a california way of saying LOTS of cheese :)

      I thought of you when I made this. Your recipe has been my favorite for years and years, and I will still make it most of the time probably. Because I don’t ACTUALLY want to die young.

  2. Anne Sullivan says

    I wish that I lived in your neighborhood – every day I would keep a watch for your porch door to open! This macaroni and cheese looks amazing and I plan on making it the next time my children and grandchildren come for a visit. They will be sooo happy! Thank you for all the good recipes and for your comments too. They always make me smile – and as one of your fellow Americans who will probably die happy, keep cooking just the way you are!

  3. stephanie says

    my favorite mac & cheese is the martha stewart recipe (with a little dry mustard added bc i love that in mac & cheese) – i love that it comes out still cheesy! too many mac & cheeses taste pretty good but it ends up being just like…shiny macaroni by the time it comes out of the oven. all the good stuff disappears. you need tons of thick sauce & cheese.

    but this…this is on another level! i also love cheryl’s fb comment up top about doing scalloped potatoes this way, genius!

  4. says

    Holy crap. I’m in a public coffee shop right now and probably embarrassing myself with the DROOL that is currently happening over this mac and cheese. Mac and cheese is my “can’t stop devouring” food, and I would be like 1,000 calories into this mac and cheese in like, 3 minutes flat. I need to have a LOT of friends over when I make this…but it needs to happen soon, because this looks so ridiculously good. Also, poor Tyrone :(
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  5. Kendra says

    I made this last weekend and it was the Bomb! I hesitated to add All That cheese…but I Did and so happy for it. I also added caramelized onion and YES, some crumbled Black Forrest bacon. I’m telling ya’ HEAVEN. Thanks for the recipe!

  6. Madeline Thomas says

    This looks amazing! But question.. Id like to make something like this for a large group, is there anyway to do this process/cook in a slow cooker? Just curious, thanks!

    • says

      Hey Madeline, to adapt this recipe to slow cooker you would have to use an entirely different method I think. I’ve never tried mac and cheese in the slow cooker, but I know there are lots of recipes out there! Look around!

  7. Leslie says

    Hi. I can’t wait to try this recipe for Thanksgiving. Quick question… Huge family… Lots of mouths… And macaroni and cheese lovers. Can the recipe be doubled for a 9×13?

  8. Laura says

    I made this last night and it is amazing!! It will now replace my old Mac and cheese recipe! My kids and husband loved it too. Thank you for sharing such a great recipe.

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