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Creamy Mushroom Mac & Cheese

Extra creamy and cheesy with earthy mushrooms, this creamy mushroom mac and cheese is made with a combination of cheese, including sharp white cheddar, for a delicious and easy dinner that is ready in 30 minutes. Serve it as is, or toss it in the oven with some buttery breadcrumbs for extra crunch and texture. Makes a large batch, perfect for feeding the family or for leftovers.

A small bowl of white cheddar mac and cheese with mushrooms.
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Macaroni and cheese is a classic comfort food. It is creamy, cheesy and filling.

Mushroom Mac and cheese simply has the addition of mushrooms, to create a a bit of a meaty texture and earthy flavor that balances well with the rich cheese sauce.

This mushroom mac and cheese is made with a white cheddar, that is blended with Monterey jack and Swiss for a sharp, cheesy white sauce. But regular sharp cheddar can be used if you don’t care about the color.

This mac and cheese is quick and easy. It’s made on the stovetop and comes together in about 30 minutes.

If you like your mac and cheese to have a crunchy element, you can top it with some buttery breadcrumbs and bake it in the oven for 10 minutes before serving.

This recipe makes a large batch, and leftovers keep well in the refrigerator for several days, but it is easy super easy to scale the recipe down to a smaller batch if you prefer.

You can easily change the flavors in this dish by using your favorite cheeses, or adding some crumbled bacon, diced jalapeños, or a variety of meaty mushrooms, such as oyster, shitake, or wild mushrooms.

A small bowl of white cheddar mac and cheese with mushrooms with a fork.

Ingredients & Substitutions

For a full list of ingredients and measurements, see the printable recipe card at the bottom of this post.

Pasta – You will need one pound of pasta. Elbow macaroni is the traditional pasta shape for this dish, however, we like using Scoobi-doo pasta, which is also called Cavatappi, it is tubular pasta just like macaroni, but it is spiral shaped. But any short pasta will work. Shells, bow-tie, penne, or even fusilli can be used if you don’t have macaroni on hand.

Mushrooms – You want to use fresh mushrooms for this recipe. We use Cremini mushrooms, otherwise known as baby portobello mushrooms. You can use button mushrooms, oyster mushrooms, or a combination of wild mushrooms if you like.

Butter – Butter will help to saute the mushrooms and add creaminess to the mac and cheese.

Cream cheese – This helps to make the sauce creamier and adds a slightly tangy flavour.

Flour – To help thicken the sauce. If you are gluten-free, you can omit this.

Garlic – This recipe uses 2-3 garlic cloves, which always goes well with mushrooms, but you can replace this with garlic powder if you like.

Seasonings – I use a combination of dried mustard, onion powder, but flavours like ranch seasoning are also great choices.

Milk – Whole milk will create the creamiest sauce, but any milk will work.

Heavy cream – This makes the sauce extra rich and creamy. If you need to watch the fat content, this can be replaced with milk.

Cheese – I like a combination of sharp white cheddar, Monterey jack, and Swiss. The sharp cheddar is a classic mac and cheese flavour and the Monterey jack creates a smooth, creamy sauce. But you can different types of cheese. Emmental and Gruyere cheese are great additions that go well with the earthy mushrooms, a bit of parmesan cheese will add additional flavor and sat.

Ingredients for mushroom Mac and cheese.

Step by Step Instructions

Begin by boiling a large pot of water. Once the water is boiling, add the macaroni noodles and cook until they reach al dente stage. Drain and set aside. While the noodles are cooking, you can begin preparing the sauce while the pasta cooks.

Step 1 – In a large pot or dutch oven, melt one tablespoon of butter over medium heat and add the sliced mushrooms. Saute the mushrooms until they have softened and reduced volume by about half, then remove them from the pot.

Step 2 – Add the remaining butter and flour, and stir until you have a thick roux, then add the cream cheese, and seasonings and stir until the cream cheese begins to melt.

Cooked mushrooms in a pot on the left, butter and flour formed into a roux on the right with cream cheese added.

Pro-Tip: Ensure you are using freshly shredded cheese, not pre-packaged. The packaged cheese contains anti-clumping agents that will create a grainy texture when melted.

Step 3 – Add the heavy cream and heat until the cream cheese is completely melted, then add the milk. Once the milk is warm, add the cheese ⅓ at a time, stirring until melted until all of the cheese is added.

Step 4 – Add the cooked noodles to the pot and stir to combine. Allow the pasta to heat until the cheese sauce has thickened. This should take 3-5 minutes.

Milk and shredded cheese mixed in a pot on the left, cooked noodles added to the pot on the right.

Pro-Tip: Avoid boiling the sauce. If the cheese sauce is overheated, it will cause the fats to separate and will result in a thin sauce with a gritty, grainy texture.

Step 5 – Add the cooked mushrooms to the pot and stir to combine.

Step 6 – Serve!

Cooked mushrooms added to a pot of cheese sauce and noodles.

Baked Mac & Cheese

This mushroom mac and cheese can be baked if you want to prepare it ahead of time, or add a crispy topping with a layer of breadcrumbs.

Pour the prepared Mac and cheese into an ovenproof dish, then top with a layer of breadcrumbs.

You can use fine breadcrumbs or Panko breadcrumbs, depending on what you have on hand. Mixing them with a bit of butter will help them brown. Add seasonings such as garlic, onion powder, or dried parsley.

Bake at 350°F for 10-15 minutes until bubbly and the top is golden brown.

Storage

You can store leftovers in an airtight container in the fridge or freezer.

It should keep for about three days in the fridge and a month in the freezer.

The cheese will thicken when cooled. To make it creamy again, add a bit of milk or cream when reheating.

How to Reaheat Mac & Cheese

You can reheat this mac and cheese in a microwave or on the stovetop.

To reheat it in the microwave, place a serving in a microwave-safe bowl or plate and heat for 1-2 minutes until heated through. If you want to make it creamier, stir in a tablespoon or two of milk before heating.

To reheat on the stove, add the desired amount to a saucepan. Stir in a tablespoon or two of milk or cream and heat over medium heat until heated through.

A bowl of mac and cheese with mushrooms with a bite on a a fork.

Top Tips & FAQS

  • For best results, use freshly shredded cheese, not pre-packaged shredded cheese.
  • Cook the noodles just to al dente, or slightly firmer. They will continue to cook and soften when they are added to the cheese sauce.
Can I make gluten-free make and cheese?

You can make this recipe gluten-free simply by replacing the pasta with your favourite gluten-free variety and omitting the flour.

Can I make mac and cheese lower in fat?

If you want to make this mushroom mac and cheese lower in fat you can replace the whole milk and cream with lower fat milk. The sauce will be a bit thinner than when using full-fat milk.

More 30 Minute Pasta Dishes

Recipe

A small bowl of white cheddar mac and cheese with mushrooms.

Creamy Mushroom Mac & Cheese

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Course: Main Course, Side Dish
Cuisine: American
Prep Time: 15 minutes
Cook Time: 15 minutes
Total Time: 30 minutes
Servings: 8
Calories: 693kcal
Author: Deanna

Equipment

Ingredients

  • 1 pound macaroni or other short noodles
  • 4 tablespoon butter divided
  • 12 oz sliced cremini mushrooms
  • 2-3 cloves garlic minced
  • 3 tablespoon all purpose flour
  • 1 teaspoon onion powder
  • 1 teaspoon mustard powder
  • ½ cup cream cheese
  • 1 cup heavy cream
  • 2 ½ cups whole milk
  • 8 oz (4 cups) shredded white cheddar cheese
  • 6 oz (3 cups) shredded Monterey Jack cheese
  • 2 oz (1 cup) shredded Swiss cheese

Instructions

  • Begin by boiling a large pot of water. Once the water is boiling, add the macaroni noodles and cook until they reach al dente stage. Drain and set aside.
  • While the noodles are cooking, prepare the sauce. In a large pot or dutch oven, melt one tablespoon of the butter over medium heat the sliced mushrooms. Cook until the mushrooms are softened and reduced in volume by about half, then remove from the pot and set aside.
  • Add the remaining butter to the pot, flour, cream cheese, and seasonings, and stir with the melted butter until it thickens.
  • Stir in the milk and cream. Once the milk is warm, add the cheese ⅓ at a time, stirring until melted until all of the cheese is added, the cheese is melted, and the mixture is smooth. Do not allow the cheese sauce to boil.
  • Add the cooked noodles to the pot and stir to combine. Allow the pasta to heat until the cheese sauce has thickened. This should take 3-5 minutes.
  • Add the cooked mushrooms to the pot, stir to combine, and serve.

Notes

Be sure you are using freshly shredded cheese, not packaged pre-shredded cheese.  Packaged shredded cheese contains additives that will result in a grainy cheese sauce.
 

Nutrition

Estimated Nutrition Facts
Creamy Mushroom Mac & Cheese
Amount per Serving
Calories
693
% Daily Value*
Fat
 
43
g
66
%
Saturated Fat
 
26
g
163
%
Trans Fat
 
0.2
g
Sodium
 
456
mg
20
%
Carbohydrates
 
51
g
17
%
Fiber
 
2
g
8
%
Sugar
 
7
g
8
%
Protein
 
26
g
52
%
* Percent Daily Values are based on a 2000 calorie diet.

Nutritional information is based on third-party calculations and should be considered estimates. Actual nutritional content will vary with brands used, measuring methods, portion sizes and more.

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