Ultimate Mac and Cheese

This recipe for Ultimate Macaroni and Cheese was created by Carnie Wilson. At first I was a little intimidated by the number of ingredients but made it anyway. Boy am I glad I did! Six different kinds of cheese. That says it all.

Macaroni and Cheese Ingredients

• 3-1/2 cups large elbow macaroni


• 10 oz. Velveeta cheese, cut into 1" squares
• 10 oz. white Vermont cheddar cheese, cut into 1" squares
• 15 oz. Gruyère cheese, shredded
• 1-2 cups of Jack and Cheddar cheese (combined), shredded



• 4 oz. cream cheese (at room temp.)
• 2/3 cup sour cream
• 1-1/3 cups heavy cream
• 1-1/3 cups half-and-half



• 1 egg
• 2-2/3 Tbsp. flour
• 1 Tbsp. Worcestershire sauce
• 1 tsp. garlic powder
• 1 tsp. onion powder
• 1 tsp. dry mustard powder
• 1/4 tsp. cayenne pepper
• 1/8 tsp. nutmeg (fresh if you have it)
• 1 tsp. kosher salt
• A pinch of paprika
• 1 Tbsp. fresh chives (for garnish)

Grease a 13" x 9" nonstick metal baking pan with 1 Tbsp butter. Preheat oven to 350 degrees.

Prepare macaroni al dente according to the package directions. Drain pasta well and pour into the baking pan.

In a large mixing bowl, add the heavy cream, half-and-half, and sour cream; break the cream cheese into little bits with your fingers as you add it to the bowl.

Add the egg, flour, Worcestershire sauce, garlic and onion powders, dry mustard, cayenne pepper, and nutmeg; combine very well with a wire whisk to break up the cream cheese. It will look lumpy, but that's okay.

Starting at the corners of the baking pan, place and push down the Velveeta and white Vermont cheddar cubes. Work your way around and toward the middle (they won't push down completely, but just smoosh them down into the macaroni a bit).

Sprinkle the Gruyère cheese evenly over the top. Gently pour the cream mixture over it, covering all areas. Gently shake the pan to make sure the liquid is even. Push down and make little holes into areas of the mixture with your fingers. (You're just getting some of the Gruyère down deeper below the surface).

Sprinkle the Jack-and-Cheddar cheese combo over the mixture and sprinkle the paprika on top. Bake on middle rack 30-40 minutes or until bubbly. Serves 10.

Who is Carnie Wilson?

She is the daughter of Beach Boy Brian Wilson and one of the members of the Wilson Phillips group. You may already know that.

What you may not know is that she is also the author of a fabulous cookbook called "To Serve with Love," which is where I found this ultimate mac and cheese recipe.

Given to me by my daughter, I love so many of the recipes in this book and Carnie's quirky writing style makes it a cookbook that I will treasure for years to come.