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Makeover Creamy Macaroni and Cheese

With its creamy consistency and two different cheeses, this entree captures the essence of comfort food. But here's the kicker: it's been slimmed down for you so you can enjoy it without over indulging. —Darcie Zerniak, Ontario, New York
  • Total Time
    Prep: 20 min. Bake: 35 min.
  • Makes
    7 servings


  • 2 cups uncooked elbow macaroni
  • 1/4 cup butter, cubed
  • 1/3 cup all-purpose flour
  • 1-1/2 cups fat-free milk
  • 1/4 cup reduced-sodium chicken broth
  • 1 cup fat-free sour cream
  • 1/2 pound reduced-fat process cheese (Velveeta), cubed
  • 1/4 cup grated Parmesan cheese
  • 1/2 teaspoon ground mustard
  • 1/2 teaspoon pepper
  • 2 cups shredded reduced-fat cheddar cheese
  • Minced chives, optional


  • Cook macaroni according to package directions. Meanwhile, in a large saucepan, melt butter. Stir in flour until smooth. Gradually add milk and broth. Bring to a boil; cook and stir for 2 minutes or until thickened.
  • Reduce heat; stir in the sour cream, process cheese, Parmesan, mustard and pepper until smooth.
  • Drain macaroni; stir in cheddar cheese. Transfer to a 13x9-in. baking dish coated with cooking spray. Add cream sauce and mix well. Bake, uncovered, at 350° for 35-40 minutes or until bubbly. Sprinkle with chives if desired.
Nutrition Facts
1 cup: 394 calories, 18g fat (11g saturated fat), 61mg cholesterol, 842mg sodium, 37g carbohydrate (9g sugars, 1g fiber), 23g protein.

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Average Rating:
  • jkcoach98
    Jun 18, 2020

    This recipe was too dry for my taste. I prefer a more creamy dish.

  • patti
    Mar 3, 2018

    I make it without using lo-fat ingred. I am always asked for the recipe

  • pajamaangel
    Feb 8, 2018

    No comment left

  • atkerson
    Dec 19, 2016

    I substitute real cheddar plus any cheese I have around for the Velveeta . The best mac &cheese I've ever made. A big hit at pot luck parties. I sprinkle Italian bread crumbs on top before baking.

  • muffbear74
    Apr 11, 2016

    Loved this recipe!

  • mother of 3
    Aug 6, 2015

    I doubled the recipe for our fellowship, omitting the Velveeta, doubling the shredded cheddar cheese. Used gluten free rotini & potato starch for the flour. Came home with an empty crockpot!

  • Katelyn2011
    Aug 14, 2014

    This was by far the best recipe I have tried for Mac-n-cheese! The sour cream and parmesan cheese really adds a lot! I cut down on the butter; I used 2/3 stick. I added Progresso breadcrumbs to the top too! Very easy to make!

  • jlemmon
    Jun 23, 2013

    No comment left

  • aneff
    Sep 27, 2012

    No comment left

  • kschmid
    Sep 16, 2012

    Great recipe, I probably made between 3 and 4 cups of pasta since other reviewers said to add more. I also added more milk to make the creamy mixture a little thinner, the longer it sits one the milk and chicken broth are added the thicker it gets so either have the noodles ready to go or add more milk. I also estimated the spices, added a bit more ground mustard and a lot more pepper, but I love pepper. I also added a bit of onion and garlic powder. Cooked it for about 30 min, then took it out added some extra Parmesan cheese and some crushed Parmesan goldfish crackers then baked it for another 8 minutes. Added some minced green onion and baked for another 2-4 minutes. DELICIOUS, got approval from my 2 roommates and my good friend. Definitely making again.