Oh, baked mac and cheese – just saying those words makes my stomach growl! There’s something magical about that creamy, cheesy goodness topped with that irresistible crispy breadcrumb crunch. It’s the ultimate comfort food, the kind of dish that feels like a warm hug after a long day.
I’ve been making this version for years, ever since my college roommate showed me her grandma’s secret trick (which I’ll share with you, of course). What makes it special? That perfect balance between velvety cheese sauce and al dente pasta, all baked until the top gets those golden-brown spots that crackle when you dig in. And the best part? It’s easier to make than you might think!
Whether it’s a weeknight dinner or a potluck star, this baked mac and cheese never fails to disappear fast. My kids literally cheer when they smell it coming out of the oven. And trust me – once you try this version, you’ll understand why.
Why You’ll Love This Baked Mac and Cheese
Listen, I know everyone claims their mac and cheese is the best, but this recipe? It’s got that special something that keeps people coming back for seconds (and thirds!). Here’s why it’s become my go-to comfort food:
- Creamy dreamy cheese sauce – That perfect balance of sharp cheddar, gooey mozzarella, and nutty parmesan creates a sauce so smooth, it coats every single noodle.
- That irresistible CRUNCH – The buttery panko topping bakes up golden and crispy, giving you that amazing texture contrast with every bite.
- Weeknight easy – From stovetop to oven in under 40 minutes? Yes please! It’s faster than waiting for delivery.
- Crowd-pleaser magic – Kids adore it, adults rave about it, and picky eaters? They always ask for seconds.
The secret’s in the simple touches – like warming the milk first so your sauce stays silky, and broiling those breadcrumbs just until they’re perfectly golden. One taste and you’ll understand why this is the mac and cheese recipe I make at least twice a month!
Ingredients for Baked Mac and Cheese
Okay, let’s talk ingredients – because using the right stuff makes ALL the difference between good mac and cheese and “oh-my-gosh-I-need-the-recipe” mac and cheese. Here’s what you’ll need:
- 1 lb elbow macaroni – The classic shape holds sauce perfectly, but shells work great too!
- 4 tbsp unsalted butter, divided – 3 tbsp for the sauce, 1 tbsp for the topping
- 1/4 cup all-purpose flour – This makes the roux that thickens our dreamy sauce
- 3 cups whole milk (warm) – Warm it slightly so it blends smoothly – trust me on this!
- 1 cup heavy cream – The secret weapon for ultra-creamy texture
- 1 tsp kosher salt + 1/2 tsp black pepper – Essential flavor boosters
- 1/2 tsp each garlic powder & onion powder – These add depth without overpowering
- 1/2 tsp smoked paprika (optional) – My little smoky twist – try it!
- 3 cups sharp cheddar cheese, freshly shredded – Pre-shredded won’t melt as smoothly
- 1 cup mozzarella cheese, shredded – For that perfect stretch
- 1/2 cup parmesan cheese, grated – The nutty flavor kicker
- 1 cup panko breadcrumbs + 2 tbsp melted butter – The crispy golden crown
Pro tip: Always shred your own cheese! Those pre-shredded bags have anti-caking agents that make sauces grainy. A few extra minutes with a box grater makes ALL the difference.
Equipment You’ll Need
You won’t need anything fancy for this baked mac and cheese – just the basics from your kitchen! Here’s what I always grab:
- Large skillet or pot – For making that dreamy cheese sauce
- Whisk – Essential for smooth, lump-free sauce
- 9×13 baking dish – Or any oven-safe dish with sides
- Box grater – For freshly shredding that cheese (worth it!)
- Wooden spoon – My go-to for stirring the pasta
That’s it! No special gadgets required – just good old-fashioned tools that probably already live in your kitchen drawers.
How to Make Baked Mac and Cheese
Alright, let’s get cooking! This baked mac and cheese comes together in three simple steps – but each one has little tricks that make all the difference. Follow along and you’ll have the creamiest, crunchiest mac and cheese of your life!
Step 1: Cook the Pasta
First things first – let’s tackle those noodles! Bring a big pot of salted water to boil (I use about 1 tbsp salt for the whole pot). Toss in your elbow macaroni and cook for about 1 minute LESS than the package says. Why? Because we want it al dente – that perfect bite where it’s cooked but still has some firmness. Trust me, it’ll finish cooking in the oven!
Drain the pasta but DON’T rinse it – we want that starchy surface to help the cheese sauce cling later. Give it a quick drizzle of olive oil if you’re not using it right away to prevent sticking.
Step 2: Make the Cheese Sauce
Now for the magic! Melt 3 tbsp butter in your skillet over medium heat. When it’s foamy, whisk in the flour and cook for about 1 minute until it smells nutty and looks bubbly – this is your roux, the base of our creamy sauce.
Here’s the key: slowly whisk in your WARM milk (I microwave it for 30 seconds first), then the heavy cream. Keep whisking as it thickens – about 3-5 minutes. You’ll know it’s ready when it coats the back of a spoon.
Reduce heat to low and stir in all those spices – salt, pepper, garlic and onion powders, and that optional smoked paprika if you’re feeling fancy. Then comes the best part – gradually stir in all that glorious shredded cheese until it’s smooth and velvety.
Step 3: Combine and Bake
Time to bring it all together! Dump your cooked macaroni into the cheese sauce and stir until every single noodle is coated in that cheesy goodness. Pour everything into your greased baking dish.
Mix the panko with melted butter (and extra parmesan if you’re extra like me) and sprinkle evenly over the top. Bake at 375°F for 15-20 minutes until bubbly around the edges. Then – here’s my favorite part – broil for just 1-2 minutes until golden brown. Watch closely though – it goes from perfect to burnt fast!
Let it rest for 5 minutes (I know, torture!) before digging in. That wait helps the sauce set up perfectly creamy instead of runny. Then grab a big spoon and get ready for mac and cheese heaven!
Tips for the Best Baked Mac and Cheese
After making this baked mac and cheese more times than I can count, I’ve learned all the little tricks that take it from good to “oh-my-gosh-I-need-the-recipe” amazing. Here are my can’t-skip secrets:
- Shred your own cheese – I know, I know, it’s extra work. But pre-shredded bags have that powdery coating that makes sauces grainy. Freshly grated melts like a dream!
- Broil with eagle eyes – That golden topping is everything, but it burns FAST. Stand right by the oven and don’t blink!
- Warm your milk first – Cold milk can make the sauce separate. Just 30 seconds in the microwave makes all the difference.
- Undercook the pasta – Remember, it keeps cooking in the oven. Al dente noodles = perfect texture later.
Oh, and one last thing – always let it rest for 5 minutes before serving. I know it’s torture, but that patience pays off in creamy perfection!
Ingredient Substitutions & Variations
Listen, I’m all about sticking to the original recipe – but life happens! Here’s how to tweak this baked mac and cheese when you’re in a pinch or feeling adventurous:
- Pasta swaps: Gluten-free elbows work great, or try cavatappi for fun spirals that hold sauce. Just adjust cooking times.
- Cheese combos: Swap half the cheddar for gruyère if you’re fancy, or use pepper jack for a spicy kick. Just keep the total cheese amount the same.
- Milk options: Whole milk makes it richest, but 2% works in a pinch. Avoid skim – the sauce gets too thin.
- Topping twists: Mix crushed crackers with the panko, or add crispy bacon bits for extra crunch.
The beauty of mac and cheese? It’s endlessly adaptable – just don’t skimp on the cheese!
Serving Suggestions for Baked Mac and Cheese
This baked mac and cheese is practically a meal on its own (I won’t judge if you eat it straight from the pan!), but here are my favorite ways to round it out:
- Crispy green salad – The fresh crunch cuts through all that richness perfectly
- Roasted broccoli or Brussels sprouts – Their caramelized edges love hanging out with cheese
- Garlic bread – Because more carbs with your carbs is always a good idea
For parties? Cut into squares and serve as the ultimate comfort food appetizer – watch them disappear!
Storage & Reheating Instructions
Okay, let’s be real – leftovers rarely happen with this baked mac and cheese in my house! But when they do, here’s how to keep that cheesy goodness tasting amazing:
Fridge: Cool completely, then cover tightly. It’ll stay perfect for 3-4 days. To reheat, I splash a tiny bit of milk over the top (trust me!) and microwave in 30-second bursts, stirring between. Or bake at 350°F for 15-20 minutes until heated through.
Freezer: Portion into airtight containers for up to 2 months. Thaw overnight in the fridge before reheating. The breadcrumbs won’t stay crispy, but the flavor? Still incredible!
Nutritional Information
Here’s the scoop on what’s in this glorious baked mac and cheese (because let’s be real – we’re eating it either way!):
- Calories: About 520 per serving
- Protein: 20g – thanks to all that cheese!
- Carbs: 45g (pasta = happiness)
- Fat: 30g (the good, cheesy kind)
Remember, nutrition varies based on your exact ingredients. These values are estimates – but who’s counting when it’s this delicious? Everything in moderation, right?
Frequently Asked Questions
I get asked about this baked mac and cheese ALL the time – here are the questions that pop up most often (along with my very opinionated answers!):
Can I use pre-shredded cheese?
Okay, I’ll be honest – you CAN, but freshly shredded melts SO much smoother. Those pre-shredded bags have anti-caking agents that make sauces slightly grainy. If you’re in a rush? Go for it – but take the extra 5 minutes to shred your own if you can!
Why does my sauce sometimes get lumpy?
Two likely culprits: 1) Your milk was too cold when added (warm it first!), or 2) You didn’t whisk constantly while adding the milk. Slow and steady wins the smooth sauce race!
Can I make this ahead?
Absolutely! Assemble everything (minus baking) up to a day ahead. Just add 5-10 extra minutes baking time since it’ll be cold from the fridge. The breadcrumbs might not get QUITE as crispy, but it’ll still taste amazing.
Help! My topping burned!
Oh no! The broiler is powerful stuff. Next time, position your rack lower in the oven and watch like a hawk – it can go from golden to burnt in seconds. If it happens, just scrape off the darkest bits – the mac underneath is still delicious!
Share Your Feedback
Did this baked mac and cheese become your new comfort food favorite? I’d love to hear how it turned out! Drop me a note below or snap a photo of that golden crust – nothing makes me happier than seeing your cheesy creations!
PrintCreamy Baked Mac and Cheese Recipe That Steals Hearts in 40 Minutes
A creamy baked mac and cheese with a crispy breadcrumb topping, perfect for comfort food dinners.
- Prep Time: 15 minutes
- Cook Time: 25 minutes
- Total Time: 40 minutes
- Yield: 6 servings 1x
- Category: Main Dish
- Method: Baking
- Cuisine: American
- Diet: Vegetarian
Ingredients
- 1 lb elbow macaroni
- 4 tbsp unsalted butter, divided
- 1/4 cup all-purpose flour
- 3 cups whole milk (warm)
- 1 cup heavy cream
- 1 tsp kosher salt
- 1/2 tsp black pepper
- 1/2 tsp garlic powder
- 1/2 tsp onion powder
- 1/2 tsp smoked paprika (optional)
- 3 cups sharp cheddar cheese, freshly shredded
- 1 cup mozzarella cheese, shredded
- 1/2 cup parmesan cheese, grated
- 1 cup panko breadcrumbs
- 2 tbsp unsalted butter, melted
- 2 tbsp parmesan cheese (optional)
Instructions
- Boil macaroni in salted water until just al dente. Drain and set aside.
- In a large skillet or pot, melt 3 tbsp butter over medium heat. Whisk in flour and cook 1 minute until bubbly.
- Slowly whisk in warm milk, then heavy cream. Cook 3–5 minutes, whisking, until thick enough to coat a spoon.
- Stir in salt, pepper, garlic powder, onion powder, and paprika.
- Reduce heat to low. Stir in cheddar, mozzarella, and parmesan until smooth and creamy.
- Add cooked macaroni and stir until fully coated.
- Mix panko with melted butter (and parmesan if using). Sprinkle evenly over mac and cheese.
- Bake at 375°F for 15–20 minutes until bubbly and golden on top. Broil 1–2 minutes for extra crunch (watch closely).
- Rest 5 minutes, then scoop and enjoy.
Notes
- Use freshly shredded cheese for best melting.
- Watch closely when broiling to avoid burning.
Nutrition
- Serving Size: 1 serving
- Calories: 520
- Sugar: 5g
- Sodium: 800mg
- Fat: 30g
- Saturated Fat: 18g
- Unsaturated Fat: 9g
- Trans Fat: 0g
- Carbohydrates: 45g
- Fiber: 2g
- Protein: 20g
- Cholesterol: 85mg
Keywords: baked mac and cheese, creamy mac and cheese, crispy breadcrumb topping, cheddar mac and cheese, comfort food dinner, skillet baked mac and cheese



