If you re looking for a macaroni and cheese that feels like a celebration in every bite, this Million Dollar Macaroni and Cheese Casserole Recipe is exactly what you need. It s creamy, loaded with sharp cheddar and provolone, and topped with golden Parmesan that bakes into a perfect crust. Honestly, it s one of those dishes that makes me excited to serve dinner to friends and family – everyone just goes crazy for how rich and comforting it is.

Whether you re making it for a holiday dinner, a cozy weekend meal, or just treating yourself after a long day, you ll find that this Million Dollar Macaroni and Cheese Casserole Recipe is super reliable and satisfying. Plus, the layers of cheese and that optional crunchy panko topping add texture that takes it way beyond your usual mac and cheese. I love how versatile it is, too – you can tweak it easily to match whatever cheese you have on hand or add in your favorite extras.

Why You’ll Love This Recipe

  • Extra Creamy and Cheesy: The combination of sharp cheddar, provolone, and Parmesan creates an irresistibly creamy sauce that s both rich and perfectly balanced.
  • Layered Flavor and Texture: With layers of cheese and sour cream, plus an optional crunchy panko topping, every bite has amazing depth and contrast.
  • Easy to Customize: You can swap cheeses, add meats, or adjust the seasoning to make it your own without risking the magic of the original recipe.

Ingredients You’ll Need

Each ingredient in this Million Dollar Macaroni and Cheese Casserole Recipe plays a vital role in building that signature creamy, cheesy, and slightly tangy flavor profile. Using a combination of dairy products and seasonings ensures the sauce is perfectly smooth and flavorful – plus the pasta shapes help hold all that goodness.

  • Cellentani pasta: Its twisted shape traps the cheese sauce delightfully, but rigatoni, penne, or classic macaroni work well too.
  • Butter: Essential for forming the roux base of the sauce, which gives it that velvety texture.
  • All-purpose flour: Works with butter to thicken the sauce – don t skip it or your sauce will be runny.
  • Milk and evaporated milk: The milk makes the sauce creamy, while evaporated milk adds richness without extra water weight.
  • Cornstarch: Helps thicken the sauce and stabilizes it so it doesn t split.
  • Dijon mustard: Adds a subtle tang and depth of flavor that complements the sharp cheeses perfectly.
  • Chicken bouillon and spices (onion powder, garlic powder, dried parsley): They build a savory, rounded seasoning base that keeps every bite interesting.
  • Sharp cheddar cheese: The star cheese with its bold, cheesy punch that feels like the heart of this dish.
  • Provolone cheese: Layers between the pasta for melty stretchiness and mellow flavor.
  • Sour cream: Adds tanginess and extra creaminess; it also helps balance out the richness of the cheeses.
  • Parmesan cheese: Sprinkled on top to get that gorgeous golden crust when it bakes.
  • Panko breadcrumbs (optional): Provide that perfect crunchy topping if you want an extra texture layer.
  • Extra virgin olive oil: Helps brown the panko crumbs evenly and gives a little nutty flavor.
Note: You’ll find the complete list of ingredients, along with their exact measurements, in the printable recipe card at the bottom of this post.

Variations

I love how adaptable this Million Dollar Macaroni and Cheese Casserole Recipe can be – it s easy to tweak depending on dietary needs or what s in your fridge. Over the years, I ve tried different cheese combos and add-ins, and each one turns out delicious in its own way.

  • Bacon or Ham: Adding crumbled cooked bacon or diced ham makes it extra hearty and gives a smoky depth that my family adores.
  • Cheese Swaps: I sometimes use gouda or smoked cheddar to mix up the flavor-don t hesitate to experiment with your favorite cheeses.
  • Vegetarian Option: Simply omit chicken bouillon or substitute it with vegetable bouillon to keep those savory notes without meat.
  • Spicy Kick: If you like a little heat, I like adding a pinch more red pepper flakes or even a dash of hot sauce stirred into the sauce.

How to Make Million Dollar Macaroni and Cheese Casserole Recipe

Step 1: Cook the pasta just right

Start by cooking your pasta until just al dente. This is so important because the pasta will continue to cook in the oven, and you don t want mushy noodles. When I first tried overcooking the pasta, the texture was off and the dish felt heavy. Rinse the pasta quickly with cold water to stop the cooking and toss it in a little olive oil to prevent sticking – trust me, you ll thank me later when assembling.

Step 2: Make the luxurious cheese sauce

Melt the butter in a large skillet over medium heat and whisk in the flour to make a roux-cook for about 2 minutes to remove the raw flour taste. Then turn the heat low and slowly whisk in your regular milk. Mix the cornstarch into the evaporated milk separately before adding it in – this little trick helps the sauce thicken beautifully without lumps. Stir in the Dijon mustard, chicken bouillon, and all the spices to build that savory base. Bring it to a boil while whisking constantly, then reduce to a simmer until the sauce is thick but still pourable. Finally, off the heat, stir in your sharp cheddar until it melts fully. Your kitchen will smell incredible!

Step 3: Build your layers

In your prepared baking dish, pour half the cheesy pasta mixture and spread it out evenly. Lay down the provolone slices to cover the pasta-this gives you that delightful gooey layer in the middle. Spread the sour cream evenly on top of the provolone, then pour the rest of the macaroni and cheese mixture over it to finish the layers. Top generously with grated Parmesan cheese for that signature crust.

Step 4: Optional panko topping and baking

If you want that crunchy golden topping, melt butter with olive oil in a separate skillet over medium heat, then add panko breadcrumbs-toast them until golden brown and sprinkle evenly over the casserole. Pop it in a 350°F oven for 25-30 minutes until bubbly and the inside provolone melts perfectly. If you re skipping the panko, a quick broil for a few minutes will brown the Parmesan nicely. Remember to let the casserole rest about 10 minutes before serving so it sets and slices cleanly.

👨 🍳

Pro Tips for Making Million Dollar Macaroni and Cheese Casserole Recipe

  • Don t Overcook the Pasta: Al dente pasta ensures your casserole isn t mushy the next day – trust me, I ve learned the hard way!
  • Warm Sauce Before Assembling: If prepping ahead, warm your sauce gently and add a splash of milk to loosen it up before mixing with pasta.
  • Layer the Cheeses Properly: The provolone layer melts inside for gooey pockets; don t skip this-it’s a game changer.
  • Watch the Broil Step: Keep an eye on the casserole when broiling Parmesan topping to avoid burning and get that perfect golden finish.

How to Serve Million Dollar Macaroni and Cheese Casserole Recipe

The dish shows creamy macaroni and cheese with small pasta shells covered in a smooth, pale yellow cheese sauce. On top, there is a layer of golden-brown crispy crumbs sprinkled with small green herbs. A woman's hand holds a silver fork that is lifting some pasta from the plate, carving through the crumb topping. The plate is white with a detailed pattern around the edges, set on a white marbled surface. photo taken with an iphone --ar 4:5 --v 6.1

Garnishes

I love to sprinkle a fresh handful of chopped parsley or chives on top just before serving to add a pop of color and brightness cutting through the richness. Sometimes, I also add a light drizzle of hot sauce for those who like a tiny kick.

Side Dishes

This casserole pairs beautifully with something green and crisp like a simple arugula salad or roasted Brussels sprouts. For a heartier meal, garlic bread or steamed green beans also make lovely accompaniments.

Creative Ways to Present

For celebrations, I like to serve portions in individual ramekins or mini cast iron skillets for that rustic, cozy vibe. Layered with extra herbs on top, it always impresses guests as a comforting yet elegant dish.

Make Ahead and Storage

Storing Leftovers

After it cools, cover leftovers tightly and store in the fridge for up to 3 days. I find storing in an airtight container helps keep the sauce from drying out and keeps the texture just right.

Freezing

I ve frozen this casserole successfully by wrapping it tightly with foil and placing it in a freezer-safe container. When you re ready, thaw it overnight in the fridge to keep the sauce smooth and reinstall the crispy topping just before baking to freshen.

Reheating

I reheat leftovers in a 350°F oven covered with foil so it warms evenly without drying out. If it feels thick, a splash of milk stirred in before reheating brings back that creamy sauce texture beautifully.

FAQs

  1. Can I make the Million Dollar Macaroni and Cheese Casserole Recipe ahead of time?

    Yes, but it s best to prepare the sauce and pasta separately and refrigerate them. Assemble the casserole shortly before baking to keep the pasta from soaking up too much sauce and to ensure the best texture and flavor.

  2. What s the best cheese combination for this recipe?

    The original calls for sharp cheddar, provolone, and Parmesan, which balance creaminess, sharpness, and meltiness perfectly. However, you can experiment with Asiago, Gouda, or smoked cheeses to customize it to your taste.

  3. Is the panko topping necessary?

    Not at all! The casserole tastes fantastic with just the Parmesan crust. The panko topping adds a crunchy layer if you want some extra texture, but it s totally optional.

  4. Can I use gluten-free pasta and flour?

    Absolutely! Just make sure to use gluten-free pasta that cooks al dente and swap all-purpose flour for a gluten-free flour blend or cornstarch to thicken the sauce. The recipe adapts well with these substitutions.

Final Thoughts

This Million Dollar Macaroni and Cheese Casserole Recipe quickly became a favorite in my house, and I love sharing it because it s a delicious way to upgrade classic comfort food. It s perfect for crowd-pleasing dinners when you want something both easy and impressive. Once you try this, you ll see why it earned its name – it really feels like the million dollar upgrade to everyday mac and cheese. I can t wait for you to make it and hear what your family thinks!

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Million Dollar Macaroni and Cheese Casserole Recipe

5 Stars 4 Stars 3 Stars 2 Stars 1 Star 4.6 from 144 reviews
  • Author: Alvarez
  • Prep Time: 20 minutes
  • Cook Time: 30 minutes
  • Total Time: 50 minutes
  • Yield: 8 servings
  • Category: Casserole
  • Method: Baking
  • Cuisine: American

Description

This Million Dollar Macaroni and Cheese Casserole is a rich, creamy, and comforting baked pasta dish packed with sharp cheddar, provolone, and Parmesan cheeses. The sauce combines milk, evaporated milk, and spices to create a velvety cheese mixture coating perfectly cooked cellentani pasta. Topped with a golden, buttery panko breadcrumb layer, this casserole is perfect for family dinners or special gatherings. It bakes to bubbly perfection, with layers of creamy sour cream and melty provolone adding extra richness and depth to this timeless comfort food favorite.


Ingredients

Units Scale

Pasta

  • 1 pound cellentani pasta (may substitute rigatoni, penne or macaroni)

Cheese Sauce

  • 4 tablespoons butter
  • 1/4 cup all-purpose flour
  • 3 cups milk
  • 1 (12 oz) can evaporated milk
  • 1 tablespoon cornstarch
  • 1 tablespoon Dijon mustard
  • 1 tablespoon chicken bouillon
  • 1 teaspoon onion powder
  • 1 teaspoon garlic powder
  • 1 teaspoon dried parsley
  • 1 teaspoon salt
  • 1/2 teaspoon pepper
  • 1/4-1/2 teaspoon red pepper flakes (optional)
  • 4 cups freshly grated sharp cheddar cheese
  • 6-8 slices provolone cheese
  • 1 cup sour cream
  • 1 cup freshly grated Parmesan cheese

Panko Topping (optional)

  • 3/4 cup panko breadcrumbs
  • 2 tablespoons butter
  • 1 tablespoon extra virgin olive oil

Instructions

  1. Cook Pasta: Cook the pasta just until al dente according to package directions, ensuring not to overcook it. Once cooked, strain and rinse it with cold water to stop the cooking process.
  2. Prepare Baking Dish: Preheat your oven to 350°F (175°C). Lightly grease a 9×13 inch baking dish and set it aside for later assembly.
  3. Make the Roux and Sauce: Melt 4 tablespoons butter in a large skillet over medium heat. Whisk in the flour and cook, stirring constantly, for 2 minutes to create a roux. Lower the heat to low and gradually whisk in the milk. In a separate bowl, whisk cornstarch into evaporated milk, then slowly add this mixture into the skillet. Add Dijon mustard along with the chicken bouillon, onion powder, garlic powder, dried parsley, salt, pepper, and optional red pepper flakes. Stir well to combine.
  4. Thicken Sauce: Bring the mixture to a boil while whisking constantly, then reduce heat to medium and let it simmer. Whisk occasionally until the sauce thickens to a creamy consistency without becoming too thick. Remove from heat once done.
  5. Add Cheese and Pasta: Whisk in the sharp cheddar cheese until smoothly melted. Add the cooked pasta and toss well to ensure every piece is coated. The sauce may appear plentiful, but this is desired.
  6. Assemble Casserole – Layer One: Pour half of the macaroni and cheese mixture into the prepared baking dish. Evenly layer the provolone slices across this base, then spread the sour cream evenly over the provolone layer.
  7. Assemble Casserole – Layer Two: Pour the remaining macaroni and cheese over the sour cream layer and spread into an even layer. Sprinkle 1 cup (or more to taste) of freshly grated Parmesan cheese evenly on top.
  8. Prepare Panko Topping (Optional): In a medium skillet, melt butter in olive oil over medium heat. Add panko breadcrumbs and stir to coat them evenly. Continue cooking until the breadcrumbs turn a golden brown color, then remove from heat.
  9. Top and Bake: Sprinkle the toasted panko toppings evenly over the casserole if using. Bake in the preheated oven for 25-30 minutes until the casserole is bubbly and the provolone inside has melted. If you choose to skip the panko topping, broil the casserole briefly until the Parmesan cheese on top turns golden and appetizing.
  10. Rest and Serve: Remove from oven and allow the casserole to cool for 10 minutes to set before serving. This helps the casserole firm up for easier slicing and serving.

Notes

  • Watch the step-by-step “how to make” recipe video at the top of the post for detailed guidance.
  • I do not recommend assembling the casserole ahead of time as the pasta will absorb the sauce and become soggy. Instead, prepare the sauce and refrigerate it separately. Cook the pasta, toss with a little olive oil to prevent sticking, and refrigerate. Warm the sauce before assembling (microwave works well) and thin with a little milk if necessary before combining.
  • Use just enough provolone cheese slices to cover the 9×13 baking dish in a single layer. Typically 8 medium or 6 large slices work well.
  • Feel free to experiment by swapping the cheeses with Asiago, Gouda, smoked cheddar, Monterey Jack or adding extras like bacon or ham for extra flavor.
  • The casserole is delicious even without the panko topping, as the baked Parmesan topping develops a beautifully golden and crisp finish on its own.

Nutrition

  • Serving Size: 1/8 of casserole
  • Calories: 550
  • Sugar: 6g
  • Sodium: 720mg
  • Fat: 30g
  • Saturated Fat: 18g
  • Unsaturated Fat: 10g
  • Trans Fat: 0.5g
  • Carbohydrates: 45g
  • Fiber: 2g
  • Protein: 22g
  • Cholesterol: 90mg

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