This easy baked mac and cheese recipe is at the very top of my list of favorite comfort dishes. It’s a breeze to make with macaroni in a rich and creamy cheese sauce (and lots of it!) baked until bubbly under a golden crumb topping.

cheesy Baked Mac and Cheese in the dish with a spoon

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Holly’s Recipe Highlights

  • Flavor: Using two kinds of cheese and extra sauce makes the dish extra creamy, rich, and full of cheesy goodness. 
  • Skill Level: This recipe is easy to make and can be prepared ahead of time and refrigerated.
  • Swaps: Try this recipe with mixtures of different cheeses, such as mozzarella, Monterey Jack, Havarti, Provolone, Gruyere, or Gouda.  
cream , flour , panko , macaroni , milk , cheese , butter and seasonings with labels to make Baked Mac and Cheese Recipe

Essentials and Easy Swaps

  • Pasta: Elbow pasta makes the creamiest mac and cheese, but any medium or small shapes with ridges or holes, like shells or cavatappi, work too.
  • Cheese: Sharp shredded cheddar adds a bold cheese flavor. You can replace 1 cup of cheddar with Swiss, Havarti, or Gruyere cheese.
  • Dairy: I use a combination of milk and cream to make it nice and creamy. Heavy cream will give the dish all the more richness.
  • Topping: Panko breadcrumbs have a nice crunch, but you can use regular breadcrumbs or crushed cracker crumbs (saltines or Ritz) instead.

Variations

  • Add extra protein that will complement the cheesy flavors. Bacon or sausage tastes wonderful in baked mac and cheese, and adds a smoky layer.
  • Broccoli, peas, or green beans are nice add-ins for adding nutrients and cutting through some of the cheesy richness.

Time Saving Tips

Shredding cheese from a block makes a velvety smooth sauce, but pre-shredded cheeses can be used if time is of the essence.

If you have a food processor, use the shred blade to make quick work of shredding the cheese.

Baking mac and cheese is the classic Southern method, but if dinner needs to be on the table fast, you can skip the baking step and serve from the stovetop.

How to Make Baked Mac and Cheese

  1. Cook pasta: Cook the pasta al dente (recipe below).
  2. Make sauce: Cook butter, flour, and seasonings. Whisk in milk and cream, then stir in cheeses.
  3. Add pasta: When the cheeses are melted, whisk the sauce until smooth and stir in the cooked pasta.
  4. Bake: Spoon into a casserole. Sprinkle the bread crumb topping over the top 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 dish is ready to serve.

Holly’s Helpful Hints

  • Don’t overcook the pasta as it cooks more in the oven; it should be al dente (firm).
  • If time allows, shred your cheeses from a block 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.
a pan of baked mac and cheese with a bread crumb and cheese topping

Love Your Leftovers

  • 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 and keep it covered in the refrigerator without topping 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: Assemble unbaked mac and cheese in a foil-lined dish, freeze, then wrap in plastic wrap to free up the dish.
  • 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 recipe? Leave a rating and comment below!

image of Everyday Comfort cookbook by Holly Nilsson of Spend With Pennies plus text
serving baked mac and cheese with a spoon
4.99 from 150 votes

Baked Mac and Cheese Recipe

Servings 8 servings
This baked mac and cheese recipe has two kinds of cheese and extra sauce topped with a crunchy bread crumb topping.
Servings 8 servings
Prep Time 15 minutes
Cook Time 35 minutes
Total Time 50 minutes
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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
  • 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 shredded sharp cheddar cheese approximately cups lightly packed
  • ounces shredded Parmesan cheese approximately ½ cup

Topping

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

Instructions 

  • Preheat the oven to 400°F.
  • 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, in a small bowl, make the topping by combining Panko breadcrumbs, 2 teaspoons butter, 2 ounces cheddar and 2 tablespoons Parmesan. Mix well and set aside.
  • In a medium saucepan, melt 5 tablespoons butter 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 & Parmesan cheeses, mustard powder, seasoned salt, and pepper. Whisk until melted and smooth.
  • Toss the sauce with the drained macaroni and gently spoon it into a 9×13 casserole dish.
  • Sprinkle the Panko crumb mixture over top and bake for 20 to 22 minutes or until bubbly and topping is browned. Do not overcook.

Notes

Cheese: Substitute Gruyère for ½ cup of the cheddar cheese if desired. Pre-shredded cheese works but doesn’t melt as smoothly. Remove the sauce from the heat before adding in the cheeses.
Pasta: Cook the pasta (macaroni) 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. Freeze for up to three months and thaw in the refrigerator before reheating.
4.99 from 150 votes

Nutrition Information

Serving: 1cup | Calories: 621 | Carbohydrates: 54g | Protein: 27g | Fat: 33g | Saturated Fat: 19g | Polyunsaturated Fat: 2g | Monounsaturated Fat: 8g | Trans Fat: 0.3g | Cholesterol: 92mg | Sodium: 744mg | Potassium: 343mg | Fiber: 2g | Sugar: 7g | Vitamin A: 1082IU | Vitamin C: 0.2mg | Calcium: 617mg | Iron: 1mg

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

Course Casserole, Dinner, Lunch, 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. She is also the author of “Everyday Comfort,” which promises to inspire even more hearty, home-cooked meals.
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4.99 from 150 votes (109 ratings without comment)

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Comments

  1. Hello Holly
    Thank you for this recipe. I have a very fussy daughter who only likes the packet Mac and cheese and I made this recipe and she loves it. Truth be told I love Mac and cheese too. Much ❤️5 stars

  2. Super yummy recipe! I’d only adjust the salt slightly (add a bit more). Otherwise this was a total hit and my whole family felt it was the best mac n cheese ever!5 stars

  3. I really love your recipes. For the topping, try melting butter in small pan, add the panko/bread crumbs and some very thinly sliced garlic and cook til lightly toasted, just make sure to watch closely and stir so it doesn’t burn. This topping is great for lots of recipes, even store bought or instant Mac n cheese 5 stars

  4. Love this recipe. Next time I will make the roux and cheese sauce in my large porcelain casserole pot that can go into the oven and make this a one pot meal. I made a huge mess in my tiny kitchen, albeit my own fault. Turned out perfect.5 stars

  5. First time making this and even though I switched out a couple of the ingredients, it ca me out beautifully and delicious!5 stars

    1. Thanks for leaving a comment. Unfortunately, I am unable to provide metric options for recipes but there are many conversion tools available online. I hope that helps!

  6. I found Holly’s Spend With Pennies site a few years ago and tried her version of Chicken Parmesan. That dish is still my son’s favorite. Ever since, when I’m looking for a recipe, I always go to her site first. Eveything has always been delicious, and this Mac and Cheese is no different. Fabulous flavor!! A huge Holly fan!5 stars

  7. Holly – in one of your other recipes for Mac & Cheese you call for a can of Cheddar Cheese Soup, that was the recipe I made for Thanksgiving and it came out great, I was just wondering what end results were / the differences are between the two?

    1. So glad you enjoyed it! The soup just adds a slightly different flavor to the sauce, if could be added to (or left out from) either recipe if you’d like.

  8. Just made this! It called for mustard powder, seasoned salt, etc. in the ingredients list, but I don’t see it mentioned in the directions. I ended up putting them in with the rest of the spices, but wanted to point that out! Thank you!

  9. I made a double batch for a church event, and there were no leftovers to take home. Received many compliments on the taste. Used store brand sharp cheddar and some “fancy” brand New York white cheddar. Fantastic.5 stars

  10. Can you make a smaller version of the mac and cheese? How do you half 1/3 cup? There are just two of us and we don’t need a huge pan of mac and cheese.

    1. Yes, you could half the recipe. You would need 2 tablespoons + 2 teaspoons for half of ⅓ cup. I would suggest reducing the bake time slightly.