Baked Mac and Cheese

Baked Mac and Cheese
⏱️ cook time 50 minutes
🍽️ servings 4
⚡ Difficulty easy

intro

Ultra-creamy three-cheese baked mac and cheese with a crispy panko topping, the ultimate cozy comfort food for satisfying family meals.

Ingredients

Dry elbow macaroni 340 grams (3 cups dry)
Sharp cheddar cheese 340 grams (3 cups shredded, divided)
Gruyère cheese 113 grams (1 cup shredded)
Whole milk 720 ml (3 cups)
Unsalted butter 71 grams (5 tablespoons, divided)
All-purpose flour 24 grams (3 tablespoons)
Panko breadcrumbs 60 grams (1/2 cup)
Parmesan cheese 28 grams (1/4 cup finely grated)
Garlic powder 1 teaspoon
Smoked paprika 1/2 teaspoon
Dijon mustard 1 teaspoon
Kosher salt 18 grams (3.5 teaspoons, divided)
Freshly ground black pepper 1/2 teaspoon
Non-stick cooking spray 1-second spray (for greasing dish)

Steps

1

Cook elbow macaroni

Bring a large stockpot of heavily salted water (4 liters water + 3 teaspoons kosher salt) to a rolling boil over high heat. Add 340g dry elbow macaroni, stir, and cook 2 minutes less than the package’s al dente instruction (approximately 6 minutes total), so pasta is firm to the bite as it will finish cooking in the oven. Drain and set aside; do not rinse the pasta.

Step 1
step1:Cook elbow macaroni
2

Make the roux base

In a large Dutch oven or heavy-bottomed saucepan, melt 57g (4 tablespoons) unsalted butter over medium heat. Once butter is foaming, whisk in 24g (3 tablespoons) all-purpose flour, stirring constantly for 2 minutes until the roux is pale golden and smells nutty, with no raw flour taste. Whisk in 1 teaspoon garlic powder, 1/2 teaspoon smoked paprika, 1 teaspoon Dijon mustard, remaining 0.5 teaspoon kosher salt, and 1/2 teaspoon black pepper until fully incorporated.

Step 2
step2:Make the roux base
3

Build cheese sauce

Slowly pour 720ml (3 cups) whole milk into the roux, whisking constantly to avoid lumps, and bring to a gentle simmer over medium-low heat, about 4-5 minutes, until the sauce thickens enough to coat the back of a spoon. Turn heat to low, then stir in 283g (2.5 cups) shredded sharp cheddar and all 113g (1 cup) shredded Gruyère, stirring until completely melted and smooth, about 2 minutes. Remove sauce from heat.

Step 3
step3:Build cheese sauce
4

Combine pasta and sauce

Add the drained, slightly undercooked elbow macaroni to the pot of cheese sauce, stirring thoroughly with a silicone spatula until every noodle is evenly coated in smooth cheese mixture. Lightly coat a 23x33cm (9x13 inch) baking dish with non-stick spray, then transfer the pasta and sauce mixture to the dish, spreading it into a flat, even layer.

Step 4
step4:Combine pasta and sauce
5

Add crispy topping

In a small mixing bowl, combine 60g (1/2 cup) panko breadcrumbs, 28g (1/4 cup) grated Parmesan cheese, 14g (1 tablespoon) melted unsalted butter, and the remaining 57g (1/2 cup) shredded sharp cheddar. Toss until crumbs are evenly coated in butter, then sprinkle the mixture evenly over the entire surface of the mac and cheese in the baking dish.

Step 5
step5:Add crispy topping
6

Bake until bubbly

Place the baking dish in a preheated 190°C (375°F) oven, uncovered, and bake for 25 minutes, until the cheese sauce is actively bubbling around the dish edges and the top crumb layer is deep golden brown and crispy. If the top browns too quickly before the sauce bubbles, tent the dish loosely with aluminum foil for the remaining bake time.

Step 6
step6:Bake until bubbly
7

Rest before serving

Remove the baked mac and cheese from the oven, and let it rest for 10 minutes at room temperature to allow the cheese sauce to set, so servings hold their shape instead of running when scooped. Serve warm.

Step 7
step7:Rest before serving

Tips

1.Shred cheese fresh from the block instead of using pre-shredded bagged cheese: pre-shredded cheese is coated in anti-caking starch that causes grainy, lumpy sauce, while freshly shredded cheese melts into a silky smooth texture.
2.Never rinse cooked pasta for mac and cheese: the starchy coating on drained noodles helps cheese sauce cling evenly to every piece; rinsing washes away starch and leads to slippery, separated sauce.
3.Undercook pasta by 2 minutes before mixing with sauce: noodles absorb cheese sauce and continue cooking in the hot oven, so starting with firm, underdone pasta prevents mushy, overcooked mac and cheese.

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Baked Mac and Cheese:Frequently Asked Questions

1.Can I use pre-shredded cheese instead of shredding my own block cheese?
I don’t recommend it for the creamiest results! Pre-shredded cheese is coated in potato starch and natamycin to prevent clumping, which keeps it from melting smoothly into the sauce. Taking 5 minutes to shred your own sharp cheddar and Gruyère from blocks will give you that silky, lump-free cheese sauce this recipe is famous for.
2.Why does my mac and cheese turn out grainy instead of creamy?
Grainy mac and cheese almost always comes from overheating the cheese sauce. Once you add the shredded cheese, take the pan completely off the heat—boiling or over-simmering after adding cheese causes milk proteins to curdle and the cheese to separate. Stir gently just until cheese melts fully for a perfectly smooth, velvety texture.
3.Can I substitute a different pasta shape if I don’t have elbow macaroni?
Absolutely! Elbow macaroni is classic because its ridges and hollow center hold cheese sauce beautifully, but you can swap in other short, sturdy shapes like cavatappi, rotini, shells, or campanelle. Just make sure to cook pasta 1-2 minutes less than package directions so it doesn’t turn mushy during baking.
4.Do I really have to use whole milk, or can I use skim or low-fat milk?
Whole milk gives the richest, creamiest base for the cheese sauce, thanks to its higher fat content. You can use 2% milk in a pinch, but skim or thin non-dairy milk alternatives (like unsweetened almond milk) will produce a thinner, less rich sauce prone to separating as it bakes. For extra luxury, swap ¼ cup of the milk for heavy cream.
5.How do I keep the panko topping crispy instead of getting soggy?
Soggy panko happens when the topping absorbs too much sauce moisture before it toasts. First, toss panko with melted butter so every crumb is coated before sprinkling it on top. Don’t press crumbs down into the sauce, and bake the dish uncovered the entire time so the topping gets golden and crunchy as it cooks.
6.Can I make this mac and cheese ahead of time for a potluck or family dinner?
You sure can! Assemble the mac and cheese fully (hold off on adding the panko topping) and store it covered in the fridge for up to 2 days. When you’re ready to bake, add the butter-tossed panko, then add 10-15 minutes to the bake time since it will be cold going into the oven. It holds up beautifully for gatherings.
7.What if I don’t have Gruyère cheese? What’s a good substitute?
Gruyère adds a wonderful nutty, mellow depth that balances the sharp cheddar, but you can swap it for equal parts fontina for that same smooth melt, or even extra sharp white cheddar if that’s what you have on hand. Avoid very hard, crumbly cheeses like aged Parmesan as a 1:1 swap, since they don’t melt as creamily.
8.Why is my baked mac and cheese dry instead of creamy after baking?
Dry mac and cheese usually comes from two common missteps: overcooking the pasta before baking, or not making enough cheese sauce to account for pasta absorbing liquid as it bakes. Always undercook pasta by 1-2 minutes, and make sure the sauce is slightly looser than you want the final dish before baking.
9.Can I add mix-ins like bacon, broccoli, or breaded chicken to this recipe?
Absolutely! This base recipe is super customizable. Fold in crumbled cooked bacon, steamed broccoli florets, diced ham, shredded pulled chicken, or even roasted jalapeños right before transferring the mixture to the baking dish. Just keep mix-ins to around 1-2 cups total so they don’t throw off the sauce-to-pasta ratio.
10.Should I cover the mac and cheese with foil while it bakes?
Skip the foil for this recipe! Covering the dish traps steam, which will make your panko topping soggy and can make the pasta overcook and turn mushy. Bake it uncovered the whole time at 375°F for 20-25 minutes, until the edges are bubbly and the panko is deep golden brown.
11.How do I reheat leftover mac and cheese without it getting greasy or clumpy?
The best way to reheat leftovers is in the oven at 350°F, covered with a loose sheet of foil, for 15-20 minutes. Stir in a splash of whole milk before reheating to loosen the sauce back up. If you’re short on time, microwave individual portions in 30-second bursts, stirring between, with a tiny splash of milk to restore creaminess.
12.What kind of butter is best for the roux and panko topping?
Stick with unsalted butter for this recipe, as it lets you control the exact salt level of both the cheese sauce and the panko topping. Salted butters vary widely in sodium content across brands, so using unsalted ensures your mac and cheese won’t end up overly salty, even when using naturally salty sharp cheddar.
13.Do I need to make a roux for this recipe, or can I skip it?
The roux (that equal mix of butter and flour cooked briefly before adding milk) is non-negotiable for that stable, ultra-creamy sauce that doesn’t break or separate while baking. Skipping the roux will leave you with a thin, greasy sauce that slides off pasta instead of clinging to every noodle, so don’t cut that corner!
14.How long should I cook the elbow macaroni before adding it to the cheese sauce?
Cook the dry elbow macaroni in heavily salted boiling water for 2 minutes less than the package instructs for al dente. The pasta will finish cooking as it bakes in the cheese sauce, and that slightly firm, underdone texture keeps it from turning mushy and absorbing too much sauce before serving.
15.Can I freeze leftover baked mac and cheese for later meals?
You can! Let the baked mac and cheese cool completely, then portion it into airtight, freezer-safe containers and freeze for up to 3 months. Thaw it in the fridge overnight before reheating, and stir in a splash of milk when warming it up to bring the creamy sauce back to its original, smooth texture.
16.What’s the best cheese-to-pasta ratio to keep it extra creamy?
For this three-cheese bake, aim for roughly 12 ounces of total shredded cheese (split between sharp cheddar and Gruyère) per 1 pound of dry elbow macaroni. That ratio gives you enough rich, melty sauce to coat every noodle without making the dish feel heavy or overly greasy, even after baking.
17.Why does my cheese sauce taste bland even though I used sharp cheddar?
Most home cooks forget to season the sauce itself, not just the pasta water! Taste the cheese sauce before combining it with pasta, and add a pinch of freshly ground black pepper, a tiny dash of freshly grated nutmeg, and extra salt as needed. The nutmeg in particular amplifies savory cheese flavor without tasting noticeably spiced.
18.Can I use regular breadcrumbs instead of panko for the topping?
You can, but you’ll get a different final texture. Panko crumbs are larger and flakier, so they crisp up into a light, crunchy topping, while regular fine breadcrumbs make a denser, more compact crust. If you use regular breadcrumbs, cut the amount by 2 tablespoons so the topping doesn’t get too thick or heavy.

Comments (16)

2 days ago

OMG this baked mac and cheese is an absolute game changer! I made it for Sunday family dinner last night and even my super picky 7 year old asked for seconds. The sauce is so creamy, no grainy texture at all—total win. 10/10 will be making this for our next neighborhood potluck too!

1 day ago

Wait did you add the panko topping like the recipe says? I’m debating if I should make it for my work potluck next week and don’t want it to be soggy!

1 day ago

So glad your family loved it! The panko topping adds the perfect crispy crunch if you’re bringing it to a potluck—just hold off on adding it until 10 minutes before you bake if you’re prepping ahead to keep it crisp!

3 days ago

Dude this recipe is so easy even I couldn’t mess it up, and I burn toast half the time. Cooked it for my dorm floor potluck and the whole pan was gone in 10 minutes. SO cheesy, no weird fancy ingredients I had to drive 30 minutes for. Perfect!

2 days ago

Love that! This recipe is totally designed for minimal effort and maximum payoff—great call making it for your floor, bet you’re the most popular guy in the dorm now!

1 week ago

Swapped the regular elbow pasta for gluten-free brown rice pasta and it still came out perfectly creamy! I was worried the sauce would separate or get weird with GF pasta but nope, held up great. Even my non-GF husband didn’t notice a difference. Will add broccoli next time for a little veggie boost.

5 days ago

Made this to go with my smoked ribs for game night and honestly? The mac and cheese stole the show. My buddies were raving so much I had to send the recipe to the whole group chat. Only change I made was adding a little crumbled bacon on top, chef’s kiss.

4 days ago

Oh the bacon addition sounds insane! Did you mix it into the sauce or just sprinkle it on top with the breadcrumbs?

4 days ago

I tossed half the crumbled bacon in with the panko topping and sprinkled the rest right when it came out of the oven! No soggy bacon, perfect crunch every bite.

1 week ago

Perfect for my weekly meal prep! I portioned this out into 5 containers for work lunches and it reheats so beautifully in the microwave—no weird rubbery cheese texture like other mac recipes I’ve tried. 50 minutes total cook time is totally doable on a Sunday evening too. Only knock is I wish it had a little more sharp cheddar flavor for my taste, but that’s just personal preference!

6 days ago

So happy this works for your meal prep! Pro tip: add a tiny splash of milk when you reheat it to keep that extra creamy texture if it thickens up in the fridge. If you love sharp cheddar, feel free to swap half the mild cheddar for extra sharp next time!

2 weeks ago

I grew up on my grandma’s baked mac and cheese and I was skeptical this would measure up, but y’all—this is SO good. The three cheese blend is perfect, not too sharp, not too bland. I did add a tiny pinch of nutmeg like my grandma always did and it felt like home. Will be making this for Thanksgiving this year, no question.

1 week ago

The nutmeg trick is chef’s kiss! I’ve been adding a pinch to my mac for 40 years, people can never put their finger on what makes it taste so cozy. Can’t wait to try this recipe myself!

2 hours ago

First time ever baking anything that didn’t come from a frozen box and this turned out amazing! My girlfriend came over for date night and she thought I’d been secretly taking cooking classes. The step by step instructions were super clear, no confusing steps at all. 10/10.

5 days ago

My kids went crazy for this! I left out the dry mustard because my oldest hates anything with even a hint of mustard flavor, and it still tasted great. Only issue was my top breadcrumb layer got a little darker than I wanted after 20 minutes in the oven, next time I’ll cover it with foil for the first half of baking. Still a hit though!

4 days ago

So glad the kids loved it! Tenting with foil for the first 15-20 minutes of bake time is absolutely the right call to keep the topping from getting too dark, especially if your oven runs a little hot. The dry mustard is totally optional too, it just adds a little depth so no big deal leaving it out!

3 days ago

I did the foil trick last time I made this and it worked perfectly! My oven runs super hot too so I also lowered the temp by 25 degrees and it came out golden and perfect.

yesterday

Was looking for a quick weeknight dinner that didn’t require a million ingredients and this hit the spot. Total cook time was right at 50 minutes like the recipe said, no surprise timelines, which is huge when you’re running home from work and trying to get food on the table before soccer practice. Everyone cleaned their plates.

12 hours ago

That’s exactly what we love to hear! Weeknight meals don’t have to be complicated to be delicious, and this mac and cheese is perfect for those busy evenings running between school activities and work.

2 days ago

Mixed in a cup of roasted cauliflower and a half cup of frozen peas into the sauce before baking and it was so good! The creamy cheese coats every veggie so it doesn’t feel like you’re eating “healthy” food, it just feels like cozy mac and cheese. Great base recipe to customize however you want.

1 day ago

Roasted cauliflower in mac and cheese is such a good call! I tried it with roasted broccoli last week and it was chef’s kiss, the little char on the veggies pairs so well with the rich cheese sauce.

30 minutes ago

Made this for my bridge club luncheon yesterday and all the ladies asked for the recipe! I used extra sharp cheddar like I always do and added a little breadcrumb topping made with buttered Ritz crackers instead of panko, and it was divine. So easy to throw together even with my old arthritic hands.

1 week ago

Hosted our annual college football watch party last weekend and made a double batch of this mac. Let me tell you, people were going back for thirds. I added a handful of pickled jalapeños to one half of the pan for the people who like a little kick, and that half disappeared first. Absolute home run of a recipe.

5 days ago

Pickled jalapeños in mac is my secret weapon too! The tang cuts through all the rich cheese so perfectly, I could eat a whole pan of that version myself.

4 days ago

A spicy half pan is such a smart move for parties! The tang from the pickled jalapeños balances the richness of the cheese so well, we might have to add that as a variation tip in the recipe notes!

3 days ago

I’ve tried so many baked mac recipes that come out dry or grainy and this one is perfect every single time. I’ve made it three times in the last month—once for a potluck, once for a random Tuesday dinner, once for my son’s birthday party. It’s never let me down. So easy even my 12 year old can help make it!

2 days ago

Right?! I was so sick of grainy cheese sauce in other recipes, the trick of adding the cheese off the heat is a total game changer, no more gritty mac for us!

just now

Was gonna make tacos for Taco Tuesday last week but forgot to grab tortillas from the store, so I threw this mac together last minute. Added a little taco seasoning and some crushed tortilla chips on top and it slapped. 10/10, will be making that taco mac version again soon.

2 days ago

Made this for my work potluck like I was asking about earlier! Did the panko topping like the recipe suggested, added a little smoked paprika to the topping for extra flavor, and I got so many compliments my boss asked for the recipe. Only note: I wish I’d made a double batch because every last bite was gone before I even got a second serving!

1 day ago

Yay, so glad the potluck was a success! Smoked paprika on the topping is such a delicious call, that subtle smoky flavor pairs so well with the creamy cheese. Next time definitely make the double batch, it always goes faster than you think!

1 day ago

Same thing happened to me when I made this for my dorm! I thought a full pan would be enough but people were scraping the edges for the last bits of crispy cheese. Next time I’m making two pans for sure.

5 minutes ago

I’m a total cheese snob and I was worried this would be bland with the recommended cheese blend, but it’s perfectly balanced. I splurged on good quality sharp cheddar and Gruyère instead of the pre-shredded stuff and the sauce was so silky and rich. Worth the extra 5 minutes to shred your own cheese, trust me.