I start by baking the frozen popcorn chicken according to the package instructions until golden and crispy. That gives me ready chicken to layer later.
In a large pot, I combine water and heavy cream and bring it to a gentle boil. I stir in macaroni and cover, cooking about 8 minutes until the pasta is just tender.
Once pasta is nearly done, I mix in condensed cheddar cheese soup, garlic powder, onion powder, salt, and pepper. Then I fold in Parmesan and part of the mozzarella until the sauce becomes creamy and smooth.
I grease my baking dish and pour the cheesy macaroni in, spreading evenly. Then I top with cooked popcorn chicken, spoon on marinara sauce, and sprinkle the remaining mozzarella-cheddar blend.
I bake until the cheese on top is fully melted and just starting to brown (about 15 minutes). Then I let it rest a few minutes before serving.