This Classic Baked Mac and Cheese is the real deal. It's creamy, dreamy, and loaded with three kinds of cheese for maximum flavor. Topped with a crispy, buttery Panko breadcrumb topping, every bite is the perfect mix of cheesy richness and satisfying crunch.
What makes this baked mac and cheese recipe special is that it's both quick and easy and feels like something you'd get at a restaurant. It takes just 45 minutes from start to finish, with only about 15 minutes of hands-on prep. The rest is letting your oven work its magic. Whether you're looking for the ultimate comfort food for a cozy weeknight dinner, a guaranteed hit for holiday gatherings, or a kid-friendly meal that's also freezer-friendly, this mac and cheese has it all. Once you try it, you'll see why this is the recipe to keep in your back pocket for life.
If you liked this nostalgic recipe, you should try our Stovetop Mac and Cheese with White Cheddar, Mac and Cheese Soup, or our Fried Mac and Cheese Balls next.
Why You'll Love This Recipe
- Made from scratch with real ingredients. No orange boxed powders here! This mac and cheese is made with real butter, fresh milk, and three kinds of cheese that melt into the dreamiest sauce. Once you try the homemade version, you'll never go back - and you'll love knowing exactly what goes into every bite.
- Surprisingly simple to make. Homemade baked mac and cheese may sound intimidating, but it's really quite easy to make with just five main steps: make the breadcrumb topping, boil the pasta, whisk the sauce, toss everything together, and bake. It comes together quickly, and each step smells so buttery and delicious that you'll be drooling before it hits the oven.
- The breadcrumb topping. This recipe takes everything you love about homemade mac and cheese - gooey melted cheddar, silky sauce, and tender pasta - and makes it even better with a buttery garlic breadcrumb crust that adds crunch and flavor in every bite.
- The ultimate comfort food. Creamy, cheesy, golden, and cozy, mac and cheese is the definition of comfort food. It's perfect as a weeknight main, a crowd-pleasing holiday side dish, or even as a potluck contribution that everyone will rave about.
- Customizable and family-friendly. Keep it classic or make it your own with different cheese blends, added veggies, or protein. It freezes beautifully, kids love it, and adults sneak seconds. A total win for every household!
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Ingredients and Substitutions
To make this delicious classic baked macaroni and cheese, you will need the following ingredients:
- elbow macaroni pasta - Elbow pasta is the classic macaroni shape that's iconic in mac and cheese. You can easily substitute with any other small pasta shape you have on hand. Try shells, farfalle, cavatappi, or penne.
- butter + all-purpose flour - Combined to make the base of a roux, which thickens the mac and cheese sauce.
- milk - Whole milk is best for a creamy, silky sauce. For a richer version, use half-and-half. Avoid lower fat milk as it won't yield the same results.
- mustard powder - Adds that classic tangy flavor to mac and cheese. Optional, but recommended for depth.
- cheese - The star of the show! This recipe uses three types: sharp cheddar (I like a mix of white and yellow), Parmesan, and mozzarella. You can swap the Parmesan for Asiago or pecorino romano, mozzarella for Monterey Jack or Gruyère, or try fontina for extra creaminess. Always use block cheese and shred it yourself as pre-shredded won't melt as smoothly.
- breadcrumb topping - Use panko breadcrumbs for the crispiest topping. You could substitute with regular breadcrumbs if that is all you have on hand. You'll also need butter, garlic, paprika, and salt for extra flavor.
Equipment
You will also need measuring cups and spoons, a cooking pot for the pasta, a whisk, and a 2.5 quart casserole dish or 9x9-inch baking dish, and a mixing spoon or spatula.
How to Make the Best Baked Mac and Cheese
Step 1: Prepare the breadcrumb topping.
- Toast breadcrumbs. In a large skillet, melt butter on medium heat. Add panko bread crumbs and garlic. Stir and cook for about 5 minutes until the breadcrumbs turn golden brown.
- Season. Transfer the mixture into a mixing bowl and mix in the paprika and salt. Set aside.
Step 2: Boil the pasta
Bring a large pot of salted water to a boil over medium high heat. Add macaroni pasta and cook just until it hits al dente, about 6-8 minutes (you want it slightly undercooked as it will cook further when baked). Drain well, rinse with cold water, and set aside.
Step 3: Make the roux.
- In a large saucepan melt the butter over medium heat.
- Whisk in the flour to make a roux. Stir constantly for about 1-2 minutes until roux is light and golden.
- Gradually add in milk, whisking constantly to incorporate. The sauce will thicken and clump in the beginning but once you add in more milk, it will smoothen out again.
Step 4: Add cheese
Stir in cheddar cheese, Parmesan cheese and mozzarella cheese and reduce the heat to low. Add in the mustard powder and stir until cheese has melted.
Step 5: Toss in macaroni
Add in cooked pasta and stir together to fully coat with the creamy cheese sauce.
Step 6: Bake
- Assemble. Transfer the macaroni into a 2.5 quart casserole dish (or an 8-inch square casserole pan). Sprinkle the panko breadcrumb topping evenly on top.
- Bake. Bake in a 350°F preheated oven for 30 minutes until bubbly and golden brown. Let cool down for 5 minutes before serving.
Expert Tip: Make the Most Efficient Use of Your Time
Maximize your time in the kitchen by overlapping steps. Start by preheating the oven, then get your pasta boiling. While the pasta cooks, prepare the breadcrumb topping (it only takes about 5 minutes). Next, begin making the cheese sauce. By the time you're halfway through the sauce, the pasta will be ready - quickly drain it, set it aside, and get back to finishing the sauce. Then simply combine the pasta and sauce, transfer to your baking dish, top with breadcrumbs, and pop it in the oven. This flow keeps the whole recipe moving seamlessly and gets dinner on the table faster.
More Tips and Tricks
- Cook pasta al dente. Slightly undercook the macaroni so it doesn't turn mushy when baked.
- Don't skip the roux. The flour-and-butter base (roux) may seem fussy, but it's the secret to keeping your sauce creamy and lump-free. Whisk well and cook for 1-2 minutes before adding milk so you don't taste raw flour in your sauce.
- Shred your own cheese. Pre-shredded cheese has anti-caking agents that prevent smooth melting. Grate it fresh for the creamiest results.
- Season the sauce. Taste before combining with pasta. A pinch more salt, pepper, or mustard powder can bring it to life.
- Bake uncovered. This ensures the breadcrumb topping crisps up without trapping steam.
- Let it rest. Allow the mac and cheese to cool for 5-10 minutes before serving so it sets slightly and scoops clean.
Recipe Variations
- Swap the cheese. Switch things up by adding cheeses like Gruyère, fontina, gouda, or even brie for a richer, more gourmet version. Mixing two or three cheeses gives the sauce more depth. See our Brie Mac and Cheese.
- Add protein. Stir in crispy bacon, diced ham, or shredded chicken before baking to turn this into a hearty main dish. You can even top with pulled pork or BBQ chicken for a Southern-inspired twist.
- Veggie boost. Add steamed broccoli, peas, spinach, or even roasted cauliflower to add color and nutrients. See our Butternut Squash Mac and Cheese.
- Spice it up. Kick up the flavor with a pinch of cayenne pepper, red pepper flakes, or diced jalapeños. A drizzle of hot sauce in the sauce also works wonders if you love heat. See our Spicy Mac and Cheese.
- Gluten-free. Use gluten-free pasta and breadcrumbs for an easy swap. The sauce itself is naturally gluten-free once you replace the flour with cornstarch or a 1:1 gluten-free blend.
- Air fryer option. Make single-serve portions by assembling in small ramekins, sprinkling with breadcrumbs, and air frying at 350°F for 10-12 minutes until bubbly and golden. It's perfect for individual portions.
- Top it differently. Instead of panko, try crushed Ritz crackers, seasoned breadcrumbs, or even crushed potato chips for a fun, crunchy topping twist.
Storage
How to Store
Leftover baked macaroni and cheese keeps for up to 2-3 days in the fridge. Let the mac and cheese cool to room temperature, then transfer to an airtight container or wrap the casserole pan tightly with plastic cling wrap or aluminum foil, before refrigerating.
How to Reheat
Reheat in the oven at 350°F, covered with foil, until heated through (about 15-20 minutes). Add a splash of milk to keep it creamy. For quick portions, microwave with a little extra cheese stirred in. If reheated from frozen, it will take longer to warm through (about 45 minutes-1 hour).
How to Freeze
This mac and cheese is also freezer-friendly before or after baking:
- Freeze unbaked mac and cheese (without the topping) in a freezer-safe dish for up to 3 months. When ready to serve, thaw overnight, add breadcrumbs, and bake.
- Freeze cooked mac and cheese in an airtight container or wrap the casserole pan tightly with plastic cling wrap and aluminum foil. It will last in the freezer for up to 2 months.
How to Serve
Baked mac and cheese is a hearty main dish or a standout side. Serve it with roasted veggies, green salad, or grilled chicken. It's also perfect for potlucks, barbecues, or holiday gatherings where comfort food is a must.
These are my favorite mains to serve with baked mac and cheese:
Thanksgiving Mains
If serving this as a side dish for Thanksgiving, pair it with one of our delicious mains. From roasted turkey and glazed ham to savory vegetarian roasts and hearty stuffing-filled options, these recipes help create a memorable holiday feast your family and guests will love.
FAQ
It may look like you've made way too much sauce for the amount of pasta, but don't worry, that's intentional. The sauce thickens significantly as it bakes, coating every piece of pasta and turning irresistibly creamy. Starting with a generous amount ensures the final dish doesn't dry out and stays rich and gooey, even after baking. In fact, it's this saucy base that gives baked mac and cheese its signature comfort-food texture.
Not always! Stovetop mac and cheese is creamy and gooey, while baked versions add a crunchy topping. Both are delicious and it just depends on your mood. If you can't wait the extra 30 minutes it takes to bake, you can absolutely enjoy it straight from the stovetop (just be sure to cook the pasta fully to al dente). That said, I highly recommend baking it. The oven creates a golden, crunchy breadcrumb topping, locks in flavor, and helps the sauce thicken into a creamier, more cohesive layer. Without baking, the sauce-to-pasta ratio can feel a bit heavy, so you may want to add more pasta if you skip the bake.
The basics are pasta, cheese, milk, butter, and flour. Extras like mustard powder, breadcrumbs, or spices make it extra flavorful.
The secret ingredient isn't just one thing - it's about layering flavor. Using freshly grated cheese makes a huge difference, as does a dash of mustard powder in the sauce for tang. A buttery breadcrumb topping seals everything together. Some cooks also swear by adding a touch of cream cheese for extra creaminess. At the end of the day, the best mac and cheese balances creaminess, flavor, and texture.
Make a proper roux, shred your own cheese, and don't overbake. A splash of milk when reheating also helps keep leftovers creamy.
The best cheese for baked mac and cheese is one that melts well and has lots of flavor. A sharp, flavorful cheddar is the classic base, but mixing in other cheeses makes the dish even better. Gruyere adds a nutty, sophisticated taste, while smoked gouda brings a subtle smokiness. Colby and Swiss melt beautifully, pepper jack cheese gives it a little kick, and manchego adds a salty, tangy edge. Avoid cheeses that don't melt well, like feta.
Avoid crumbly cheeses like feta, queso fresco, or cotija, since they don't melt smoothly. Stick with cheeses that melt well.
Cheddar, Parmesan, and mozzarella is a classic trio. For a fancier version, try Gruyère and fontina mixed in.
Pre-shredded cheese contains anti-caking agents that prevent smooth melting and can make sauces grainy. Always shred from a block for best results.
From start to finish, about 45-50 minutes, including prep, sauce, assembly, and baking.
Yes! Assemble without the breadcrumb topping, refrigerate for up to 2 days, then add topping and bake when ready to serve.
Yes - make smaller portions in ramekins and cook at 350°F for 10-12 minutes until bubbly and golden.
Bake on the middle rack of your oven for even cooking and browning.
No, it's not safe. Refrigerate within 2 hours of cooking to avoid bacterial growth.
More Mac and Cheese Recipes
Looking for other recipes like this? Try these:
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Recipe
Baked Mac and Cheese
- Total Time: 45 minutes
- Yield: 6-8 servings
- Diet: Vegetarian
Description
Classic Baked Mac and Cheese is creamy, cheesy, and topped with golden garlic breadcrumbs. The ultimate comfort food, ready in under an hour.
Ingredients
Breadcrumb Topping:
- 2 tablespoons unsalted butter
- 1 cup panko breadcrumbs
- 1 clove garlic, minced
- ⅛ teaspoon paprika
- ¼ teaspoon salt
Macaroni and Cheese:
- 1 ½ cups (about ½ pound or 8 ounces) elbow macaroni pasta, uncooked
- ⅓ cup unsalted butter
- 4 tablespoons all-purpose flour
- 2 ½ cups milk
- ½ tablespoon mustard powder
- 2 cups sharp cheddar cheese, grated
- ⅓ cup fresh Parmesan cheese, grated
- ¼ cup mozzarella cheese, grated
Instructions
For the breadcrumb topping:
- In a large skillet, melt the butter on medium heat. Add panko breadcrumbs and garlic. Stir and cook for about 5 minutes until the breadcrumbs turn golden brown.
- Transfer into a small bowl and mix in the paprika and salt. Set aside.
For the macaroni and cheese:
- Preheat the oven to 350°F.
- Bring a large pot of salted water to a boil over medium high heat. Add macaroni pasta and cook just until it hits al dente, about 6-8 minutes (you want it slightly undercooked as it will cook further when baked). Drain well, rinse with cold water, and set aside.
- In a large saucepan melt the butter over medium heat. Whisk in the flour to make a roux. Stir constantly for about 1-2 minutes until roux is light and golden.
- Gradually add in milk, whisking constantly to incorporate. The sauce will thicken and clump in the beginning but once you add in more milk, it will smoothen out again.
- Add in cheddar cheese, Parmesan cheese and mozzarella cheese and reduce the heat to low. Add in the mustard powder and stir until cheese has melted.
- Add in cooked macaroni and stir together to fully coat with the cheese sauce.
- Transfer the macaroni into a 2.5 quart casserole dish (or an 8-inch square casserole dish). Sprinkle the panko breadcrumb topping evenly on top.
- Bake for 30 minutes until bubbly and golden brown. Let cool down for 5 minutes before serving.
Notes
No bake option: If you really cannot wait the extra 30 minutes it takes to bake, you can skip the baking part entirely. Just cook the pasta fully to al dente. Although I highly recommend baking it! The baking process makes the breadcrumb topping extra crunchy, while locking the flavour inside and thickens up the sauce to make it extra creamy and full.
How to store: Leftover baked macaroni and cheese keeps for up to 2-3 days in the fridge. Let the mac and cheese cool to room temperature, then transfer to an airtight container or wrap the casserole pan tightly with plastic cling wrap or aluminum foil, before refrigerating.
How to reheat: Reheat in the oven at 350°F, covered with foil, until heated through (about 15-20 minutes). Add a splash of milk to keep it creamy. For quick portions, microwave with a little extra cheese stirred in. If reheated from frozen, it will take longer to warm through (about 45 minutes-1 hour).
How to freeze: This mac and cheese is also freezer-friendly before or after baking. Freeze unbaked mac and cheese (without the topping) in a freezer-safe dish for up to 3 months. When ready to serve, thaw overnight, add breadcrumbs, and bake. Freeze cooked mac and cheese in an airtight container or wrap the casserole pan tightly with plastic cling wrap and aluminum foil. It will last in the freezer for up to 2 months.
- Prep Time: 15 minutes
- Cook Time: 30 minutes
- Category: Pasta
- Method: Baked
- Cuisine: American
This post was original published in 2016. It has been completely updated with new photographs and tips.
Michelle says
Fantastic recipe, I just made it tonight and my family loved it!
Eileen says
Fantastic! Rave reviews . It turned out looking exactly like your picture. My guests actually took the leftovers home with them. Always a good sign.
Will be in my dinner rotation for sure.
Sam | Ahead of Thyme says
That makes me so happy to hear! Thank you for sharing Eileen! 🙂
Cindy says
This is the best Mac n Cheese I've ever made and worth a couple extra steps. Stop buying boxed with all those preservatives, you and your family deserve better!
Sam | Ahead of Thyme says
Thanks, Cindy! So glad you enjoyed the recipe. I am soo with you... NO more boxed mac and cheese!! 🙂
Cat says
I ended up having to double the amount of noodles. I'm very sure it was something I messed up and not the recipe though, so I just threw and extra cup and half in the pressure cooker for 4 mins and added them in. The flavor was great!
Beth Ann says
Does anyone know if I can make this ahead of time?
Suzanne says
This looks so good! It would be an easy side to make for potluck!