This classic Baked Macaroni and Cheese recipe is rich, creamy and topped with a light layer of toasted bread crumbs. Homemade mac and cheese is perfect for a holiday menu or a comforting choice any night of the week.
This Baked Macaroni and Cheese recipe is just pure comfort, plain and simple. I’ve made it more times than I can count over the course of the past couple of decades and it still falls at the top of the list of family favorites.
Homemade mac and cheese is a staple for a lot of families on Easter and Thanksgiving. It’s substantial and guaranteed to go over in a big way with people of all ages making it the perfect choice for a holiday menu.
But, made from scratch mac and cheese should not be exclusive to the holidays. I always included this easy baked mac and cheese recipe or my shortcut Stovetop Macaroni and Cheese on our dinner menu at back to school time. After those first days of school, the boys all came home so tired and with so much to share. But, if your kids are anything like mine were at that age, it can be like pulling teeth to get them say anything about their day. So I say, ply them with food, it works! One bite of this luscious, cheesy pasta is guaranteed to get the conversation started.
The Best Baked Macaroni and Cheese
These are the key elements to making perfect mac and cheese.
- Use the correct type of pasta and cook it right.
- Learn the basics for making a proper béchamel sauce.
- Select flavorful cheeses that are best for melting.
- Add a light top crust of golden brown bread crumbs.
FAQ and Valerie’s Tips
For the best mac and cheese, you want to choose flavorful cheeses that easily melt into a creamy consistency. I like to use a combination of two types of cheese for a more complex flavor profile. Sharp cheddar cheese adds a sharp, pungent flavor and melts very well while a little Velveeta adds classic flavor and a unique creaminess you just don’t get from other cheeses. This is simple, uncomplicated comfort food at its best. However, if you don’t want to use processed cheese, you can substitute another good melting cheese like Havarti or Gruyere.
It’s best to bake macaroni and cheese uncovered, especially if the casserole has been topped with bread crumbs. Baking it uncovered allows the cheese sauce to set properly and allows the bread crumbs to toast and prevents them from becoming soggy.
First, choose the correct type of dry pasta. Elbow macaroni holds up well to thick, creamy sauces and is less likely to clump than other shapes of pasta. And, second, be sure to cook the elbow macaroni a couple of minutes shy of the package directions so that it will finish cooking to a perfect al dente in the oven. If you cook the pasta to al dente before baking it with the cheese sauce, it will likely end up mushy and sticky after baking.
- Dry elbow macaroni
- All-purpose flour
- Seasoned salt – I use Lawry’s Seasoned Salt
- Dry mustard
- Freshly ground black pepper
- Milk – I always use 2% milk for my mac and cheese but I don’t recommend using 1% or nonfat milk. You need a little bit of fat to make a proper cheese sauce. Whole milk will create an even richer result.
- Cheese – Shredded sharp cheddar cheese and Velveeta cut into small cubes so that it will melt easily into the béchamel.
- Shredded cheese – My favorite choice is sharp cheddar for it’s pungent flavor.
- Italian seasoned panko bread crumbs
How to Make Baked Macaroni and Cheese
Boil the Pasta
- Cook the elbow macaroni in a large pot of boiling, salted water 2 minutes shy of the package directions. Then, drain it and set it aside.
Make the Cheese Sauce
- Melt the butter in a large saucepan over low heat. Whisk in the flour and cook, whisking constantly, for 2 to 3 minutes to form a roux.
- Gradually whisk in the warmed milk. At first it will seize up into balls but as you continue whisking in more milk, it will become thin and smooth. Cook, whisking constantly, until thickened. Season the béchamel with the seasoned salt, dry mustard, and pepper.
- Add the cheeses.
- Stir until the cheese has completely melted and the sauce is creamy.
Warm the milk for a minute or two in the microwave before adding it to the roux. Warm milk will help the mixture come together more easily without clumping.
Assemble and Bake the Macaroni and Cheese
- Combine the cooked pasta with the cheese sauce.
- Pour the mixture into a lightly greased 1 ½ quart casserole dish. Toss the panko bread crumbs with melted butter and sprinkle them over the top. Bake for 20 to 25 minutes at 350 degrees F or until bubbly and heated through.
For a nice browned top, at the end of the cooking time set the oven to broil and cook for an additional 2 or 3 minutes. Watch it closely and remove it from the oven as soon as it is golden brown.
Make Ahead Directions
- Assemble the casserole as directed without adding the bread crumbs.
- Cover the dish tightly with foil and refrigerate overnight.
- Allow the mac and cheese to rest on the kitchen counter for about 30 minutes to take the chill off. The cheese sauce has a tendency to thicken as it chills so you might find you need to stir in a little milk before topping with the bread crumb mixture and baking as directed.
Transfer leftover Macaroni and Cheese to an airtight container and refrigerate for up to 3 to 4 days.
How to Keep Macaroni and Cheese Creamy
The secret to keeping leftover macaroni and cheese creamy is to add a little milk when reheating. Stir in a about 1 tablespoon of milk per cup of mac and cheese, cover it with microwave-safe plastic wrap or a paper towel, and reheat it in the microwave until warmed through.
Main Dishes to Serve with Mac and Cheese
- Air Fryer BBQ Chicken Drumsticks
- Crock Pot Italian Beef Sandwiches
- BBQ Country Style Ribs
- Pizza Joes
- Classic Beef Burgers
Baked Macaroni and Cheese
- 2 cups elbow macaroni
- ¼ cup butter, divided
- 3 tablespoons flour
- 1 teaspoon seasoned salt, like Lawry's Seasoned Salt
- ½ teaspoon dry mustard
- freshly ground black pepper, to taste
- 2 cups milk, warmed for 1 minute in microwave
- 1 ½ cups shredded sharp cheddar cheese
- 8 ounces Velveeta, cubed
- ¼ cup Italian style panko bread crumbs
- Cook the elbow macaroni in boiling, salted water for 6 minutes (or 2 minutes shy of the package directions). Drain and set aside.
- Meanwhile, preheat oven to 350 F degrees. Lightly coat a 1 ½ quart baking dish with nonstick cooking spray. Set aside.
Make the Cheese Sauce
- Melt 3 tablespoons of the butter in a large saucepan over LOW heat. Whisk in the flour and cook, whisking constantly, for 2 to 3 minutes to form a roux. Gradually whisk in the warmed milk. At first it will seize up into balls but as you continue whisking in more milk, it will become thin and smooth. Cook, whisking constantly, until thickened. This will take about 4 to 5 minutes.
- Stir in the seasoned salt, mustard and pepper. Add the cheddar cheese and Velveeta and stir until melted.
- Stir in the cooked macaroni, mix well and remove the pot from the heat.
Assemble and Bake the Macaroni and Cheese
- Pour the macaroni and cheese into the prepared baking dish.
- Melt the remaining 1 tablespoon butter and toss it with the bread crumbs. Sprinkle the mixture over the top of the casserole.
- Bake, uncovered, for 20 to 25 minutes or until bubbly and heated through.
- For a nice browned top, at the end of the cooking time set the oven to broil and cook for an additional 2 or 3 minutes. Watch it closely and remove it from the oven as soon as it is golden brown.
Nutrition information is automatically calculated using generic ingredients, and is an estimate not a guarantee. For more accurate results, please refer to the labels on your ingredients at home.
This post was originally published August 31, 2011. It has been updated with new text and images.
Questions and Reviews
The directions are missing the flour. I assume it is after you melt the butter.
The recipe card has been updated!
Looks delicious! This would be perfect with my Easter ham!
I hope you try it, Beckie! 🙂
I have tried soooo many recipes for macaroni and cheese….. my family, especially my grandson, just voted this one the best! Thank you for a respite from “ current events” and for inspiring me as I prepare meals for my family get togethers.
Loved your recipes and clear instructions along with great visuals! Thank you
My boys are always thrilled with a classic mac and cheese! I bet this was delicious!
They all love it! Also, they need the calories. Wish I did!
I looOOoove mac & cheese! What a delish photo!
I love the picture because it tells me a lot about the texture of this mac n cheese, even without reading the ingredients. This is definitely the kind that I prefer. Love the topping!
Thank you Nelly! I hope you check in often. Can’t wait to hear more about your upcoming TV appearance.
Looks Great! I’ll be following : )
Awesome photos. Great job. 🙂