“Over the Rainbow Macaroni and Cheese” (Crowd Pleaser)

I love this recipe, and I haven’t come across anyone who didn’t like it.  You can find Patti Labelle’s original “Over the Rainbow Macaroni and Cheese” recipe here, but I’ve made a few tweaks.

macaroni and cheese
Cellentani or Cavatappi Pasta

Macaroni and Cheese

Measurements are for a “double” recipe.

9 Ingredients, 1 large pot, 1 large sauce pan, and 1 large casserole baker needed.



2 pounds Corkscrew Pasta (Cellentani or Cavatappi noodles)

2 Sticks of Butter

4 Ounces of each Cheese: Muenster, Monterey Jack, Mild Cheddar, Sharp Cheddar

2 Cups of Velveeta Cheese

4 Cups of Milk (or Half & Half if you’re feeling decadent)

4 Eggs (Lightly Beaten)

Salt & Pepper to Taste



This is one of the more complicated (for me) recipes I make, so I reserve the effort for parties and get-togethers.  That being said, I have minimized the effort and time with a few steps.  For example, I buy the cheeses either sliced or shredded, but I cube the Velveeta myself. Melting cheese while waiting for the water to boil saves baking time.

Sometimes, I’ll use what ever cheeses I have on hand, and sometimes I’ll buy a pre-packaged mix of cheeses that have both mild and sharp cheddar included.  Regardless of what I have available, I never make mac & cheese without Muenster or Velveeta. 

Preheat Oven to 350*

Set water for the noodles to boil in large pot. [Cook the noodles when water is ready]

In saucepan, melt all of the cheeses with all but 2 TBS of the butter gradually on medium heat.  Wait for the portion of cheese and butter to melt down before adding more.  Stir frequently.

Gradually add the milk into the cheese mixture to make the mixture creamy.

When the noodles are ready, drain them and return them to the pot.  Remove from heat.

Pour the melted cheese mixture into the noodles and mix thoroughly.  Salt & Pepper to taste here (before the eggs are added).

Add the eggs and mix thoroughly.

Pour mixture into the casserole dish and add the remaining butter intermitted on top of the noodles (this helps makes a crunchy crust on top).

BAKE 20 minutes (or until cheese gets bubbling) at 350*

Pro Tip: If you have leftover ham, a cup or two in this Macaroni and Cheese recipe is phenomenal!

I'd love to hear what has worked for you!

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