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Makeover Creamy Macaroni and Cheese Recipe

Makeover Creamy Macaroni and Cheese Recipe

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. YIELD: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 (8 ounces) 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 (8 ounces) shredded reduced-fat cheddar cheese
  • Minced chives, optional


  • 1. 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.
  • 2. Reduce heat; stir in the sour cream, process cheese, Parmesan, mustard and pepper until smooth.
  • 3. Drain macaroni; stir in cheddar cheese. Transfer to a 13-in. x 9-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. Yield: 7 servings.

Nutritional Facts

1 cup: 394 calories, 18g fat (11g saturated fat), 61mg cholesterol, 842mg sodium, 37g carbohydrate (9g sugars, 1g fiber), 23g protein.

Reviews for Makeover Creamy Macaroni and Cheese

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Reviewed 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."

Reviewed Apr. 11, 2016

"Loved this recipe!"

mother of 3
Reviewed 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!"

Reviewed 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!"

Reviewed 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."

Reviewed Jun. 2, 2012

"Instead of Velveeta, I used a jar of Newmans Own Salsa con Queso. My husband loved it."

Reviewed Nov. 29, 2011

"This is a keeper. I cut the recipe in half since it's just hubby and me and this will be made again and again. Thanks for the recipe."

Reviewed Feb. 27, 2011

"This was delicious! I doubled the noodles, added some cooked ham pieces, and baked it for about half the time. My only complaint is it is a little thick--I'll either cut down on the flour or use more broth. But I will be wanting this again, for sure. :)"

Valerie B
Reviewed Jan. 24, 2011

"you know what rosecat 98 if you knew you didn't like velveta.. why did you even bother or is it your nature "just to find fault"


Reviewed Jan. 24, 2011

"Way too much salt! Hate velveta, tasted like high school cafeteria mac and cheese."

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