A homemade baked mac and cheese recipe is one of my favorites of all time.

In this baked mac and cheese recipe, tender elbow macaroni is smothered in a rich homemade cheese sauce and baked under a crispy butter crumb topping until golden brown and bubbly.

casserole dish full of Baked Mac and Cheese

A Favorite Main or Side Dish

  • Cheesy, creamy, and loaded with heaps of cheddar flavor, this baked mac and cheese is a crowd-pleaser!
  • A generous portion of a homemade cheese sauce makes it rich and delicious.
  • Serve it as a budget-friendly main dish or as a side next to Thanksgiving dinner.
  • Keep vegetarian or add leftover cooked chicken, ham, or bacon.
cream , flour , panko , macaroni , milk , cheese , butter and seasonings with labels to make Baked Mac and Cheese

Ingredients for Baked Mac and Cheese

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

Cheese Sauce – This version of mac and cheese is made with a roux of butter and flour. Using both milk and cream create a sauce that’s rich and creamy with just the right texture. Season it with a little bit of mustard powder, onion powder, and a pinch of garlic powder.

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. Be sure at least half of the cheese is a sharp or bold cheese for the best flavor.

Toppings – Baked mac and cheese is delicious with a breadcrumb topping. Change it up and replace the Panko topping with crushed Ritz crackers.

How to Bake Mac and Cheese

This mac and cheese recipe is the best ever, 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 cheese; 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 casserole. 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!

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 homemade mac and cheese ahead of time, prepare the recipe as directed without baking. Cover and chill for up to 48 hours.
  • If making ahead, I like to stir in additional warm milk part way through cooking to reach a creamy consistency as the pasta will soak up a little of the sauce. You can also add additional cheese if you’d like.
  • 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

  1. Line a baking dish with aluminum foil and 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. Bake macaroni as directed above.

Store any leftover mac and cheese in an airtight container in the refrigerator for up to 5 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 87 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.
Prep Time 15 minutes
Cook Time 35 minutes
Total Time 50 minutes
Servings 8 servings


  • 16 ounces dry macaroni
  • cup salted butter
  • cup all-purpose flour
  • 1 teaspoon onion 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
  • ½ teaspoon garlic powder
  • ¼ teaspoon black pepper or to taste
  • 14 ounces sharp cheddar cheese shredded, approximately 3 ½ cups lightly packed
  • 1 ½ ounces fresh Parmesan cheese shredded, approximately ½ cup


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


  • 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.


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 the 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 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, reserve the topping in a separate container. Remove the baking dish from the fridge 45 minutes before baking. Cover the baking dish with foil and bake covered for 20 minutes. Remove the foil and stir the macaroni and add up to ½ cup warm milk to make a creamy consistency. Top with the reserved topping and bake uncovered for an additional 10 to 12 minutes or until browned.
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 87 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
Baked Mac and Cheese in a casserole dish with a spoon
cheesy Baked Mac and Cheese with writing
Baked Mac and Cheese in a dish with a spoon with writing
Baked Mac and Cheese in the dish and close up with writing


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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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Recipe Rating


  1. 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

  2. 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

  3. 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

  4. 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

  5. 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

    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!

  6. 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

  7. 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

  8. 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?

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

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

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

    Thanks for the recipe

    Hugs from Texas

  11. 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.

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

    Thank you,

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

  13. 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.

  14. 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.