Macaroni and Cheese

I have tested many versions of macaroni and cheese over the years, from stovetop quick fixes to heavy cream loaded casseroles. This is the one I return to every time. It delivers a rich, creamy sauce, tender pasta, and a crisp golden topping that adds the perfect crunch in every bite.

What makes this version different is balance. It does not rely on cream to taste rich. Butter and freshly grated cheese create a smooth, deep flavor without feeling heavy. The sauce stays silky, coats every piece of pasta, and never overwhelms the palate.

Why You’ll Love This Recipe

Close up of baked macaroni and cheese with dramatic cheese pull, creamy white sauce dripping from elbow pasta and topped with golden crispy breadcrumbs.

Creamy without heavy cream – The butter and cheese create a rich sauce that feels smooth, not greasy.

Perfect texture every time – The pasta stays tender, not mushy, and the topping bakes into a crisp golden layer.

Simple pantry ingredients – No fancy items. Just real cheese, milk, butter, and pasta.

Great for any occasion – Serve it as a holiday side or a cozy weeknight dinner. It fits both.

Family favorite and guest approved – Kids love it. Adults ask for seconds.

What sets this baked macaroni and cheese apart is the method. The sauce is thickened properly, the cheese is added off the heat, and the pasta is slightly undercooked before baking. These small steps make a big difference in flavor and texture.

Ingredients Needed

To make this baked macaroni and cheese rich, creamy, and perfectly textured, you only need simple ingredients. Each one plays a clear role in flavor and structure.

For the Pasta Base

• 250g / 8 oz elbow macaroni
• 1 tablespoon unsalted butter or 2 teaspoons oil

The butter lightly coats the cooked pasta. This small step helps prevent the noodles from soaking up too much sauce while baking.

For the Crispy Topping

• 2/3 cup panko breadcrumbs
• 2 tablespoons unsalted butter, melted
• 1/4 teaspoon salt

Panko gives a lighter, crunchier top than regular breadcrumbs. Mixing it with melted butter helps it brown evenly in the oven.

For the Cheese Sauce

• 4 tablespoons unsalted butter
• 1/3 cup plain all purpose flour
• 3 cups milk, warmed slightly before using
• 2 cups freshly shredded cheese such as Gruyere, cheddar, or Colby
• 1 cup freshly shredded mozzarella or another good melting cheese
• 3/4 teaspoon salt

Freshly grated cheese melts more smoothly and creates a silky sauce. Gruyere gives depth, cheddar adds sharp flavor, and mozzarella brings that classic stretch.

Optional Seasonings for Extra Flavor

• 1 teaspoon garlic powder
• 1/2 teaspoon onion powder
• 1/2 teaspoon mustard powder

These seasonings add subtle warmth and balance the richness of the cheese without overpowering it.

How to Make Baked Macaroni and Cheese

Baked macaroni and cheese in a cast iron skillet with golden crispy breadcrumb topping and fresh parsley garnish.

Before you begin, preheat your oven to 180°C or 350°F. Lightly grease a baking dish or have an ovenproof skillet ready.

1. Cook the Pasta

Bring a large pot of water to a rolling boil. Add a generous pinch of salt, then add the macaroni.

Cook the pasta for one minute less than the package states for al dente. The pasta will finish cooking in the oven, so this step prevents it from becoming soft and bloated.

Drain the pasta well. Return it to the warm pot and add 1 tablespoon butter. Toss gently until the butter melts and coats the noodles. This thin coating helps protect the pasta from absorbing too much sauce later. Set aside while you prepare the sauce.

2. Prepare the Topping

In a small bowl, combine the panko breadcrumbs, melted butter, and salt.

Stir until the crumbs are evenly coated. The butter helps the topping turn crisp and golden in the oven. Set aside.

3. Make the Roux

Place a large saucepan or ovenproof skillet over medium heat. Add the butter and let it melt fully.

Sprinkle in the flour. Stir constantly for about one minute. The mixture will look like a thick paste. This step cooks out the raw flour taste and forms the base of your sauce.

4. Add the Milk Gradually

Pour in about one cup of the warmed milk first. Whisk well to loosen the paste and remove any lumps.

Once smooth, slowly add the remaining milk while whisking. Adding it in stages keeps the sauce smooth and prevents clumping.

Stir in the salt and optional seasonings if using.

5. Thicken the Sauce

Cook the sauce over medium heat, stirring often, for five to eight minutes.

Watch for visual cues. The sauce should thicken to a creamy consistency. Dip a wooden spoon into the sauce. If it coats the back of the spoon and you can draw a clear line through it with your finger, it is ready.

6. Add the Cheese Off the Heat

Remove the pan from the heat before adding the cheese. This step is critical.

Add the freshly shredded cheeses and stir gently. The residual heat will melt the cheese slowly, keeping the sauce smooth and preventing a grainy texture.

Taste and adjust salt if needed.

7. Assemble the Dish

Pour the cheese sauce over the cooked macaroni. Stir quickly so every piece is coated.

Transfer the mixture into your prepared baking dish or keep it in the ovenproof skillet. Spread it evenly.

Sprinkle the breadcrumb topping over the surface in an even layer.

8. Bake

Place the dish in the preheated oven. Bake for about 25 minutes, or until the top is lightly golden and crisp.

Do not overbake. Baking too long can cause the sauce to thicken too much and dry out.

9. Serve

Let the macaroni and cheese rest for a few minutes after removing it from the oven. This helps the sauce settle slightly.

Creamy baked macaroni and cheese in a black bowl with golden crispy breadcrumb topping and a spoon scooping tender elbow pasta.

Serve warm. A small sprinkle of fresh parsley on top adds color, but it is optional.

Pro Tips: How to Avoid Common Mistakes

No More Bloated Pasta

Do not skip the butter coating step after draining the macaroni. Tossing the hot pasta with a little butter creates a thin barrier around each piece. This light coating slows down how much sauce the pasta absorbs while baking. The result is tender noodles that stay structured, not swollen or mushy.

Also remember to cook the pasta one minute less than al dente. The oven will finish the job.

The Golden Rule for Smooth Sauce

Always grate your own cheese. Pre shredded cheese contains anti caking agents that stop it from melting smoothly. These additives often cause a grainy or slightly powdery texture in the sauce.

Freshly shredded cheese melts evenly and blends into the sauce without clumping. This one habit makes a huge difference in homemade macaroni and cheese.

The Lump Free Roux Method

When making the roux, cook the butter and flour together for about one minute to remove the raw taste. Then add the milk slowly, starting with a small amount. Whisk constantly while pouring.

Adding milk in stages allows the thick paste to loosen gradually. This method keeps the sauce silky and prevents lumps from forming. If the sauce thickens too quickly, lower the heat and keep whisking until smooth.

Close up of baked macaroni and cheese with a spoon lifting creamy elbow pasta and long melted cheese strands dripping down.

Small details like these separate average mac and cheese from a creamy, restaurant quality dish.

Make Ahead and Storage Guide

Can You Make Mac and Cheese Ahead of Time?

Yes, and this recipe works very well for that.

To prepare in advance, assemble the macaroni and cheese fully but do not bake it yet. Spread it into your baking dish, add the breadcrumb topping, then let it cool completely at room temperature.

Once cooled, cover the dish tightly with foil or plastic wrap and place it in the fridge. It will stay fresh for 3 to 5 days.

When ready to bake, remove it from the fridge and let it sit on the counter for about 20 to 30 minutes. Bake at 180°C or 350°F until hot and golden on top. You may need to add 5 to 10 extra minutes since it is starting cold.

Freezing and Reheating Mac and Cheese

This baked macaroni and cheese also freezes well.

To freeze before baking, assemble the dish without baking. Cool it fully, then wrap it tightly in a layer of plastic wrap followed by foil. Freeze for up to 3 months.

When ready to cook, thaw it overnight in the fridge. Bake as directed, adding extra time if needed until heated through.

You can also freeze leftovers after baking. Store in airtight containers for easy portion control.

Why This Recipe Wins for Storage

Many homemade mac and cheese recipes dry out in the fridge. This one stays creamy because the sauce is slightly extra and well balanced. The pasta does not soak up all the moisture, so it reheats smoothly.

To reheat, add a small splash of milk before warming in the oven or microwave. Stir gently halfway through heating to bring the sauce back to life.

This makes it perfect for meal prep, holidays, or busy weeknights when you want comfort food ready to go.

What to Serve with Baked Mac and Cheese

Baked macaroni and cheese pairs well with simple, hearty mains. Its creamy texture balances savory meats and roasted dishes.

Main Pairings

Roast Pork brings a rich, savory flavor that contrasts beautifully with the creamy pasta.

Steak adds a bold, meaty bite. A simple grilled or pan seared steak turns this into a full comfort meal.

Roast Chicken keeps things classic. The crispy skin and juicy meat pair perfectly with the cheesy sauce.

Holiday Favorites

Roast Turkey makes baked mac and cheese an ideal holiday side dish. It adds warmth and richness to festive tables.

Herb Butter Turkey Breast works especially well for smaller gatherings when you want a balanced, comforting spread.

Whether served as a side or the star of the plate, macaroni and cheese adapts easily. It can stand beside a holiday roast or shine as the main dish with a simple salad on the side.

Conclusion

This baked macaroni and cheese recipe delivers everything you want in comfort food. The sauce stays creamy without heavy cream. The pasta holds its shape. The topping turns golden and crisp. Small steps like undercooking the pasta and adding cheese off the heat make a real difference in texture and flavor.

It works for weeknight dinners, holiday tables, and make ahead meals. It reheats well and stays rich without drying out.

If you tried this recipe, leave a comment below and share your star rating. Your feedback helps others and means a lot.

Did you add extra cheese or mix in your own twist? Tell us what you changed. Share your creation on Pinterest or Facebook and tag it so others can enjoy it too.

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Close up of creamy baked macaroni and cheese with golden crispy breadcrumb topping and a spoon scooping rich cheese covered elbow pasta.

Baked Macaroni and Cheese

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This ultimate baked macaroni and cheese delivers a rich, silky cheese sauce, tender pasta, and a crisp golden topping in every bite.
Prep Time 15 minutes
Cook Time 30 minutes
Total Time 45 minutes
Course Main Course, Side Dish
Cuisine American
Servings 6 servings
Calories 551 kcal

Ingredients
  

Pasta Base

  • 250 g elbow macaroni
  • 1 tablespoon unsalted butter or 2 teaspoons oil

Crispy Topping

  • cup panko breadcrumbs
  • 2 tablespoons unsalted butter melted
  • ¼ teaspoon salt

Cheese Sauce

  • 4 tablespoons unsalted butter
  • cup all purpose flour
  • 3 cups milk warmed slightly
  • 2 cups freshly shredded Gruyere, cheddar, or Colby cheese
  • 1 cup freshly shredded mozzarella
  • ¾ teaspoon salt

Optional Seasonings

  • 1 teaspoon garlic powder
  • ½ teaspoon onion powder
  • ½ teaspoon mustard powder

Instructions
 

  • Preheat oven to 180°C (350°F). Lightly grease a baking dish or prepare an ovenproof skillet.
  • Bring a large pot of salted water to a boil. Cook macaroni one minute less than al dente. Drain well, return to the pot, and toss with 1 tablespoon butter to coat. Set aside.
  • In a small bowl, mix panko breadcrumbs, melted butter, and salt until evenly coated. Set aside.
  • In a large saucepan over medium heat, melt butter. Add flour and stir constantly for about 1 minute to form a roux.
  • Gradually whisk in about 1 cup of warmed milk until smooth. Slowly add remaining milk while whisking. Stir in salt and optional seasonings.
  • Cook for 5–8 minutes, stirring often, until the sauce thickens and coats the back of a spoon.
  • Remove from heat. Add shredded cheeses and stir gently until fully melted and smooth.
  • Pour cheese sauce over cooked macaroni and stir to combine. Transfer to prepared baking dish and spread evenly.
  • Sprinkle breadcrumb topping evenly over the surface. Bake for about 25 minutes until golden and crisp on top. Avoid overbaking.
  • Let rest for a few minutes before serving. Garnish with fresh parsley if desired and serve warm.

Notes

For best results, always grate cheese fresh to avoid a grainy sauce. Slightly undercook the pasta so it finishes perfectly in the oven. To reheat leftovers, add a splash of milk before warming to maintain creaminess. This dish can be assembled ahead and refrigerated for up to 5 days or frozen for up to 3 months.

Nutrition Facts Per Serving

Calories: 551 kcal
Carbohydrates: 48g
Protein: 23g
Fat: 29g
Saturated Fat: 17g
Cholesterol: 89mg
Sodium: 847mg
Potassium: 326mg
Fiber: 1g
Sugar: 8g
Vitamin A: 915 IU
Vitamin C: 0.2mg
Calcium: 449mg
Iron: 1.4mg
Keyword Baked Mac and Cheese, comfort food pasta, creamy mac and cheese, homemade macaroni and cheese, macaroni and cheese

FAQs

What is the secret to keeping mac and cheese creamy?

The secret to creamy macaroni and cheese is heat control and proper technique. Cook the sauce until it coats the back of a spoon, remove it from the heat, then stir in freshly shredded cheese so it melts gently. Slightly undercook the pasta and avoid overbaking, since too much heat dries the sauce and makes it thick instead of smooth.

What are the most common mac and cheese mistakes?

Common mistakes include overcooking the pasta before baking, using pre shredded cheese, adding cheese while the sauce is still boiling, skipping the roux, and baking too long. These errors lead to mushy noodles, grainy texture, or dry sauce. Careful timing and fresh ingredients prevent most problems.

What cheese is best for macaroni and cheese?

The best cheese for macaroni and cheese is one that melts smoothly and tastes balanced. Gruyere melts beautifully and adds depth, sharp cheddar gives classic flavor, Colby keeps the sauce mild and creamy, and mozzarella adds stretch. A blend of two or three cheeses gives the best result.

Can you make mac and cheese ahead of time?

Yes, you can assemble macaroni and cheese ahead of time, cool it fully, and refrigerate it for up to five days before baking. You can also freeze it for up to three months. Because this recipe has extra sauce, it reheats well without drying out, especially if you add a small splash of milk before warming.

Why is my homemade mac and cheese grainy?

Grainy mac and cheese usually happens when cheese is overheated or when pre shredded cheese is used. Anti caking agents in packaged cheese prevent smooth melting, and high heat causes fats to separate. Always grate your own cheese and melt it gently off the heat for a silky sauce.

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