Mac and cheese, any way you serve it, is at the very top of my favorites list!

This baked mac and cheese is easy to make with pasta in a rich cheesy homemade sauce (and lots of it) baked until bubbly under a golden crumb topping.

cheesy Baked Mac and Cheese in the dish with a spoon

I’m Obsessed With This Baked Mac & Cheese Because…

  • Extra cheese sauce ensures it’s super saucy, creamy, and cheesy.
  • With two types of cheese, it’s flavorful and delicious!
  • This recipe is easy to make and can be prepared ahead of time.
  • It’s the ultimate comfort food.
cream , flour , panko , macaroni , milk , cheese , butter and seasonings with labels to make Baked Mac and Cheese

What You Need to Make Baked Mac and Cheese

  • Pasta: I love elbow macaroni for mac and cheese. Elbows can be replaced with any medium or small shapes. Ridges or holes hold the sauce best—try shells or cavatappi.
  • Butter/Flour: Butter and flour create a roux which thickens the sauce.
  • Dairy: I use a combination of milk and cream to make it nice and creamy.
  • Cheese: Sharp shredded cheddar adds a bold cheese flavor to make the best mac and cheese. You can replace 1 cup of cheddar for Swiss or Gruyere cheese.
  • Topping: Panko has a nice crunch, but you can use crushed cracker crumbs (saltines or Ritz) instead.

Time Saving Tip

Shredding cheese from a block makes the smoothest sauce but pre-shredded cheeses will work just fine in this recipe.

How to Make Baked Mac and Cheese

  1. Cook pasta: Cook the pasta al dente (recipe below).
  2. Cook sauce: Cook butter, flour, and seasonings and whisk in milk and cream.
  3. Add cheese: Stir in cheeses and whisk until smooth—stir in pasta.
  4. Bake: Sprinkle the crumb topping over the mac and cheese and bake. Easy peasy!

Keep it Creamy!

Do not overbake this mac and cheese to keep it extra creamy. Everything is already cooked; heating it blends the flavors and gives it a browned topping.

Once heated through, the macaroni is done!

Holly’s Pro Tips for Perfect Mac and Cheese

  • Don’t overcook the pasta as it cooks more in the oven; it should be al dente (firm).
  • If time allows, shred your cheese for a smoother sauce. Pre-shredded cheeses will work, but they don’t melt as smoothly.
  • Remove sauce from the heat before adding cheese. Oveheating cheese can cause it to separate or become grainy.
  • Do not overbake: Once the macaroni is hot and bubbling on the edges, it’s ready.
  • Mac and cheese can be prepared up to 2 days ahead of time (see notes for prep ahead).
a pan of baked mac and cheese with a bread crumb and cheese topping

Storing Baked Mac and Cheese

  • Leftovers: Keep leftover baked mac and cheese in a covered container in the refrigerator for up to 5 days or freeze portions in zippered bags for up to 3 months. Reheat on the stovetop or in the microwave with a little milk added to loosen the cheese sauce.
  • Make Ahead: Prep mac and cheese ahead (keep the topping separate) and keep it covered in the refrigerator for up to 2 days. Let the mac and cheese rest at room temperature for about 45 minutes. Stir in ½ cup of warm milk after baking for 20 minutes. Add topping and bake until hot and bubbly.
  • Freezing: Freeze unbaked mac and cheese (without the topping) by assembling it in a foil-lined casserole dish. Once frozen, lift the casserole out and wrap it in plastic wrap (so the casserole dish can be used elsewhere) and freeze. To bake, return the casserole to the baking dish and thaw overnight in the refrigerator. Let the mac and cheese rest at room temperature for about 30 minutes. Add topping and bake until hot and bubbly.

More Cheesy Baked Pasta

Did you make this Baked Mac and Cheese? Leave us a comment and a rating below!

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Baked Mac and Cheese

This baked mac and cheese recipe has extra sauce for the perfect mix! It's all topped with a buttery crumb mixture, and baked until hot and bubbly.
Prep Time 15 minutes
Cook Time 35 minutes
Total Time 50 minutes
Servings 8 servings
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Ingredients  

  • 16 ounces elbow macaroni
  • 5 tablespoons salted butter
  • 5 tablespoons all-purpose flour
  • 1 teaspoon onion powder
  • ½ teaspoon garlic powder
  • 2 ¾ cups milk
  • ½ cup half and half or light cream
  • ½ teaspoon dry mustard powder
  • ½ teaspoon seasoned salt or to taste
  • ¼ teaspoon black pepper or to taste
  • 14 ounces sharp cheddar cheese shredded, approximately 3 ½ cups lightly packed
  • 1 ½ ounces Parmesan cheese shredded, approximately ½ cup

Topping

  • ¼ cup Panko bread crumbs
  • 2 teaspoons butter melted
  • 2 ounces sharp cheddar cheese shredded, approximately ½ cup lightly packed
  • 2 tablespoons shredded Parmesan cheese

Instructions 

  • Preheat the oven to 400°F.
  • In a small bowl, combine Panko bread crumbs, butter, cheddar cheese, and parmesan cheese and mix well. Set aside.
  • Bring a large pot of salted water to a boil. Add the macaroni and cook according to the package directions until al dente. Drain well, run under cold water, and set aside.
  • Meanwhile, melt butter in a medium saucepan over medium heat. Stir in flour, onion powder, and garlic powder. Cook for 2 minutes while stirring.
  • Gradually add the milk and cream, whisking until smooth after each addition. Continue cooking over medium heat until the mixture comes to a simmer and let simmer for 1 minute.
  • Remove the sauce from the heat and add cheddar cheese, parmesan cheese, and seasonings. Whisk until melted and smooth.
  • Toss the sauce with the drained pasta and gently spoon it into a 9×13 casserole dish.
  • Sprinkle the crumb mixture over top and bake for 20 to 22 minutes or until bubbly and topping is browned. Do not overcook.

Notes

Cheese: Use 3 ½ cups of cheddar cheese as directed in the recipe, or substitute ½ cup of the cheddar cheese for Gruyère if desired. Pre-shredded cheese works but doesn’t melt as smoothly. Remove the sauce from the heat before adding in the cheese.
Pasta: Cook the pasta just until al dente (firm), as it will cook more as it bakes.
Baking: If the mac and cheese is overcooked, it won’t be creamy. Cook just until hot, and the topping is browned. Cool for 10 minutes before serving. 
Topping: Adding bread crumbs to the topping is optional, this mac and cheese can be topped with just cheese if you prefer.
Make Ahead: Prepare this baked Mac and Cheese up to 2 days in advance and keep it in the fridge, with the topping stored separately. Take it out of the fridge 45 minutes before baking. Cover with foil and bake for 20 minutes. Then, remove the foil and stir in up to ½ cup of warm milk or as needed to achieve a creamy texture. Add the topping, and bake uncovered for another 10 to 12 minutes or until browned.
Leftovers: Keep covered in the fridge for up to 5 days. Add a splash of milk or cream and reheat in the microwave or on the stovetop using low heat. 
4.99 from 147 votes

Nutrition Information

Serving: 1cup | Calories: 650 | Carbohydrates: 57g | Protein: 28g | Fat: 34g | Saturated Fat: 20g | Cholesterol: 100mg | Sodium: 630mg | Potassium: 332mg | Fiber: 2g | Sugar: 6g | Vitamin A: 1135IU | Calcium: 634mg | Iron: 1.7mg

Nutrition information provided is an estimate and will vary based on cooking methods and brands of ingredients used.

Course Casserole, Main Course, Pasta, Side Dish
Cuisine American
Diet Vegetarian
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About the author

Holly Nilsson is the creator of Spend With Pennies, where she creates easy, comforting recipes made for real life. With a passion for nostalgic flavors and simplified techniques, Holly helps busy home cooks create delicious meals that always work. She is also the author of “Everyday Comfort,” which promises to inspire even more hearty, home-cooked meals.
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Comments

  1. Would you change the baking time or temperature if you were baking this in an enameled dutch oven instead of a 9×13 pan?

    My daughter asked me for a “homemade mac and cheese” and I am just so excited she is willing to forgo the blue box from Kraft and let me use a real recipe, so it’s got to be perfect! :)

    1. The cooking time may be a few minutes less as it will conduct heat a bit better. The difference with enameled cast iron is that it will hold the heat once removed from the oven so you’ll want to be sure not to overcook so it stays creamy!

  2. I made this Baked Mac & Cheese to add to our Thanksgiving dinner. It was a hit! My 6 year old great-granddaughter was blowing me a kiss across the table after every bite. Thanks so much for sharing this recipe. I hope your Thanksgiving was also a happy one.5 stars

  3. Why the hell would you update this recipe on thanksgiving… completely different measurements and even new ingredients. Baffling.

    1. This recipe has not be changed or been updated other than to add garlic powder (back in June), which you can omit if you prefer. The quantities were updated to make measuring a little more precise (but are the same amounts). Perhaps there was another Mac and Cheese you were looking at (I have a few) and I’d love to help you find it. You can browse all of my Mac and Cheese recipes here (perhaps my Mac and Cheese casserole) or reply to this comment and let me know what is different so I can help you find it.

  4. So creamy and yummy! I made individual portions by using ramekins and it worked perfectly. Super easy to reheat the leftovers, too!5 stars

  5. On the make ahead, do we bake it ahead of time before refrigerating it? is the 1/2 cup warm milk additional to recipe? is the 20 minutes baking time additional? Really would like to try this.

    1. To make ahead, it does not need to be baked before refrigerating. The warm milk is in addition to the recipe as the noodles soak up some of the sauce and it needs extra moisture. If made ahead, this recipe will bake for a total of 30 to 32 minutes.

  6. I am always looking for a good recipe for Mac and Cheese and this is a keeper. I did substitute some of the cheddar cheese for gruyere and wow what flavor. The creaminess of the casserole was perfect.5 stars

  7. This was Delicious!I have had many Mac n’ Cheese recipes and this one was Exceptional!I used variation of Gureyye Cheese and Cheddar .5 stars

  8. I made this recipe as written, except for omitting the spices and seasoning it simply with just salt (I have very picky eaters at my table). Even plain, it is incredibly delicious! I love the crispy, cheesy topping. It really hit the comfort food spot. Highly recommend.5 stars

  9. My Granddaughter loves Mac and Cheese and thankfully, I found your recipe several years ago. She told her mother that Gramma’s Mac and Cheese is the best and only kind she wants! She is now in University and when the rugby team has a team dinner, they request Keira’s Mac and cheese and her mom has to make 2 pans! So.. thank you for making me the Mac and Cheese Hero!5 stars

    1. Hi Carol, thank you for sharing your story. I am delighted to hear that the mac and cheese recipe is so popular with her rugby team and that you have become their mac and cheese hero. Good luck to their season and have a great rest of your day!

  10. Someone shared this w/a link on X and said it was gobbled up at a church function. Today I made it and it was as tasty as his photo looked!! Thank you! Glad I kept everything in the recipe as written. That topping is quite wonderful!!5 stars

  11. This was very much like my mom’s great mac and cheese casserole. I didn’t use the heavy cream and also used three different cheeses. I also cut the recipe in half.4 stars