A classic homemade baked mac and cheese recipe is one of my favorite dishes.

Tender elbow macaroni is smothered in a rich homemade cheese sauce and then baked under a crispy butter crumb topping until golden brown and bubbly.

This mac and cheese is the ultimate comfort food.

serving baked mac and cheese with a spoon

A Favorite Baked Mac and Cheese

  • Cheesy, creamy, and loaded with tons of cheddar flavor, baked mac and cheese is always a crowd-pleaser!
  • This recipe uses everyday ingredients and turns them into a decadent cheesy dish.
  • This can be a side dish or a budget-friendly main dish.
  • Keep it as a vegetarian entrée or hearty side dish, or add leftover cooked chicken, ham, bacon, or even sliced summer sausage.
cream , flour , panko , macaroni , milk , cheese , butter and seasonings with labels to make Baked Mac and Cheese

Ingredients for Baked Mac and Cheese

Pasta – Classic mac is made with elbow macaroni; however, any small-ish shape will work. Elbows, shells, penne, and rotelle are all great options.

Cheese Sauce – This sauce starts with butter and flour to make a roux (don’t worry, it’s really easy!). Milk and cream make this mac and cheese sauce really rich and creamy.

Cheese – Sharp Cheddar is my favorite choice for a classic mac and cheese recipe. If you’d like, add a little Gruyere (or swiss) for a bolder flavor. Feel free to use your favorite cheeses like gouda, white cheddar cheese, colby jack, or a blend of your favorites. Be sure at least half of the cheese is a sharp or bold cheese for the best flavor.

Toppings – Baked mac and cheese is perfect on its own! But if a topping is in order, make a quick topping using breadcrumbs or a Panko topping. Bacon bits, diced tomatoes, sliced jalapenos, or green chiles are tasty toppings as well.

adding flour and seasonings to butter to make Baked Mac and Cheese
melting flour with butter to make roux for Baked Mac and Cheese
stirring Baked Mac and Cheese sauce
adding cheese to pot to make Baked Mac and Cheese

How to Make Mac and Cheese

Macaroni and cheese has achieved superstar status all over the world, and it’s easy to prepare:

  1. Boil pasta: Cook pasta al dente (firm), drain, and rinse under cold water. Set aside.
  2. Make the sauce: Make a roux by cooking flour, seasonings, and butter. Whisk in milk, cream, and seasonings. Cook until thickened per the recipe below.
  3. Stir in cheese: Remove from heat and add cheeses; whisk until smooth. Stir in cooked elbows and spread in a casserole dish.
  4. Bake: Add topping and bake until the top is browned and bubbly. Let it rest before serving.

For An Extra Creamy Mac and Cheese

Be sure not to overbake the macaroni and cheese. Everything in the dish is already cooked, the purpose of heating it is to blend the flavors and to get a browned topping.

Once heated through, the macaroni is done!

creamy cheese sauce to make Baked Mac and Cheese
Baked Mac and Cheese in a dish to make Baked Mac and Cheese
adding cheese to dish to make Baked Mac and Cheese

Tips for Creamy Mac and Cheese

  • Cook pasta to a perfect al dente to avoid mushy noodles.
  • Shred your own cheese! Pre-shredded cheeses have additives that can keep them from clumping which also makes it so they don’t melt smoothly.
  • Remove sauce from the heat before adding cheese to keep it from separating or getting grainy.
  • Do not overbake (or the mac and cheese will be dry). Once the macaroni is bubbling and heated and the topping is browned, you know it is ready. Everything is cooked, the baking is to meld the flavors and brown the topping.
  • Mac and cheese can be prepared ahead of time and refrigerated for up to 2 days.
a pan of baked mac and cheese with a bread crumb and cheese topping

How to Prepare Mac and Cheese Ahead of Time

  • To make ahead, prepare the recipe as directed without baking. Cover and chill until ready to reheat in the oven or assemble and bake later.
  • If making ahead, once the sauce is mixed with the pasta, I like to stir in an additional ½ cup of cheddar cheese to the cooled dish. Since the pasta will soak up a little of the sauce, I find this keeps it nice and creamy.
  • Remove the mac and cheese from the fridge at least 30 minutes (or up to 60 minutes) before baking. You may need to add extra baking time if it is cold from the fridge. Do not overbake.

How To Freeze

Homemade mac and cheese can be prepared ahead of time and frozen before baking.

  1. Line a baking dish with aluminum foil add the macaroni and cheese. Freeze in the baking dish.
  2. Once frozen, lift the foil out of the baking dish and wrap it tightly (this allows you to use the baking dish while the macaroni is frozen).
  3. To bake: Put the foil-lined mac and cheese back into the same baking dish. Thaw in the refrigerator overnight. Once thawed, remove from the refrigerator at least 30 minutes before baking. You may need to add a little bit of cooking time.

Store any leftover mac and cheese in an airtight container in the refrigerator for up to five days and reheat in the oven, on the stovetop, or in the microwave.

Freeze leftover portions in an airtight container or a freezer bag for up to three months.

More Cheesy Baked Pasta

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

serving baked mac and cheese with a spoon
4.99 from 65 votes↑ Click stars to rate now!
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Baked Mac and Cheese

Macaroni noodles are tossed in a creamy, cheesy sauce, topped with a buttery crumb mixture, and baked until hot and bubbly.
Pin Review Print
Prep Time 15 minutes
Cook Time 35 minutes
Total Time 50 minutes
Servings 8 servings
Author Holly Nilsson

Equipment

an empty white 9x13 inch baking dish
9 x 13-inch Casserole Dish
a saucepan
Saucepan
whisk on white background
Whisk

Ingredients  

  • 16 ounces dry macaroni
  • ⅓ cup butter
  • ⅓ cup flour
  • 1 teaspoon onion powder
  • 2 ¾ cups milk
  • ½ cup 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 shredded, approximately 3 ½ cups lightly packed
  • 1 ½ ounces fresh Parmesan cheese shredded, approximately ½ cup

Topping

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

Instructions 

  • Preheat the oven to 400°F.
  • Combine topping ingredients in a small bowl. Set aside.
  • Cook the macaroni al dente according to the package directions. Drain well, run under cold water, and set aside.
  • Meanwhile, melt butter in a saucepan over medium heat. Stir in flour and onion powder and cook for 2 minutes.
  • Whisk in milk, cream, and seasonings over medium heat. Continue to stir until the mixture thickens. Let boil for 1 minute while stirring.
  • Remove the sauce from the heat and add cheddar cheese and parmesan cheese. Whisk until melted.
  • Stir in macaroni and pour into a 9×13 casserole dish.
  • Top with crumb mixture and bake 20-25 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 is not recommended; does not melt as smoothly. Remove the sauce from the heat before adding in the cheese.
Pasta: Cook pasta just until al dente (firm), as it will cook more as it bakes.
Baking: It’s very important that this is not overcooked or it won’t be creamy. Cook just until hot and the topping is browned. Cool for 10-15 minutes before serving. 
Topping: Adding bread crumbs to the topping is optional, this mac and cheese can be topped with just cheese if you’d prefer.
Make Ahead: Mac and Cheese can be prepared 2 days ahead of time and refrigerated before serving. If making ahead, once the sauce is mixed with the pasta, I like to stir in a bit of extra shredded cheese (about ½ cup or so) to the slightly cooled dish. This is optional but will melt as the dish bakes and help keep it creamy. If preparing ahead, store the topping in a separate dish or sandwich bag and sprinkle on top before baking.
If you’ve made this ahead, remove it from the fridge 30-60 minutes before baking. You may need to add extra baking time if it is cold from the fridge. 
Leftovers can be kept 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 65 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 Main Course, Side Dish
Cuisine American

© SpendWithPennies.com. Content and photographs are copyright protected. Sharing of this recipe is both encouraged and appreciated. Copying and/or pasting full recipes to any social media is strictly prohibited. Please view my photo use policy here.

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About the author

Holly is a wine and cheese lover, recipe creator, shopping enthusiast and self appointed foodie. Her greatest passion is creating in the kitchen and making deliciously comforting recipes for the everyday home cook!
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Comments

  2. A variation I use when making Mac & Cheese … I use French’s fried onion rings for the topping.. adds a bit of crunch and I do love onions!!!5 stars

    Reply

  3. This is THE best Mac and cheese..I had to give the recipe to my daughter as my grand kids would only eat “gramma’s Mac and cheese!”.. thanks for all the great recipes!n

    Reply

  4. I make this recipe almost montly during mealprep week!
    Its sooo good to separate into dishes and be able to throw into the air fryer or oven and reheat,
    I buy one of the quartered precooked hams at the grocery or occasionally they’ll have them at the food bank, and I’m always watching cheese block sales. I do add peas, and a slightly bit more cheese! I make the roux in my cast iron, throw all the cheese, pasta and everything else in and then bake it right in the cast iron! love it!
    5 stars

    Reply

  5. Holly, I finally made this yesterday. It is amazingly delicious! My husband is still complimenting on it and I’m still patting myself on the back! In my opinion it turned out like restaurant quality. I did use Cabot Seriously Sharp cheddar, Swiss and grated parm cheeses. We could’ve eaten the whole dish it was that delicious. Can’t wait to make it again. Thank for all your super recipes!5 stars

    Reply

  6. I’m making this for the 4th BBQ . Question I don’t have dry mustard BUT have Dijon. Can’t I sub the wet mustard. Thank you

    Reply

    1. You can definitely Marion. Try with the same amount and taste to see if you’d like to add a tiny bit more. Enjoy!

      Reply

  8. This is the best mac and cheese ever! I used cheese i already had. I had a bag of 4 cheese mexican blend and then i used the rest of the swiss and muenster cheeses i had. Oh and parmesan! So cheesy and delicious! Thank you for sharing your recipe! My husband and grandson loved it!5 stars

    Reply

  11. It was really good! Not overly cheesy tasting and I added bacon and onions and it was perfect! Enough to feed a family too!4 stars

    Reply

  12. Hi Holly!
    Your Mac and cheese recipe looks great and iwould like to make it for a family dinner. But I will be feeding 10!adults and 2 kids and serving with a baked ham and roasted asparagus. How much should Iincrease the recipe?

    Reply

    1. This recipe makes enough for 8 servings more as a side dish so you might like to double it and make 2 pans.

      Reply

  13. I’ve made this recipe several times now. It’s truly delicious made exactly as per your instructions. Thanks much!5 stars

    Reply

  14. If you will use evaporated milk, instead of milk, like in Queso, It won’t separate.

    Thanks for the recipe

    Hugs from Texas

    Reply

  16. This is making me hungry. I saute fresh chopped onions in the butter before I add flour for the roux. The addition of all or any of the following are delicious. chopped tomato, chopped, chopped parsley, chopped sliced ham (I don’t like bacon), cut up hard-boiled eggs. Reserve a little grated cheese and add to the breadcrumbs on the top.

    Reply

  17. Is the macaroni in recipe measure by weight or volume. If by weight, about how many cups would that be?

    Thank you,
    Paulette

    Reply

    1. This is by weight Paulette. It is approximately 4 cups dry elbow macaroni. Hope that helps!

      Reply

  19. I have not made this yet but one question. The recipe calls for light cream but the instructions call for heavy cream. Which one is correct? Thank you. Looking forward to making this, just want to make sure.

    Reply

  20. Best mac and cheese ever.My family devoured it.The addition of the gruyere made it. And easy to put together.My go to recipe now.

    Reply