Classic and comforting, my baked mac and cheese recipe is creamy, cheesy, and topped with a buttery, crispy topping. Recipe includes a how-to video tutorial.

Creamy. Cheesy. Comfort Food.
I’m not sure if there ever was a more classic comfort food than my baked mac and cheese recipe. It’s deeply flavored with a creamy cheese sauce, perfectly cooked noodles, and a blanket of buttery-crisp panko topping.
It’s just as at home on a holiday table alongside mashed potatoes and green bean casserole as it is at a summer cookout beside the broccoli salad, deviled eggs. Wherever you serve it, don’t expect leftovers.
Why You’ll Love This Recipe
- Panko topping = crispy contrast. The buttery toasted panko topping gives you the most satisfying layer of crispness with every creamy bite. It’s like the grilled cheese crust to the gooey, cheesy center, and essential for texture balance (and panko is by far the superior choice to breadcrumbs — prove me wrong!).
- Customizable & forgiving. Use your favorite shape of pasta, mix and match cheese blends, or level-up the creaminess factor by swapping the milk for half and half. So long as you pay attention to my notes, this recipe is flexible without sacrificing flavor or texture.
- Creamy, cheesy, comfort food done right. An uncomplicated baked mac and cheese recipe that still packs a punch on flavor and delivers stellar, consistent results.
What You Need

My baked mac and cheese recipe is a simple but super flavorful one. You have some flexibility with some of the ingredients, but you should know why I’ve chosen what I have for this recipe. Let’s chat a bit about a few of them before we begin…
- Pasta. Since this is a macaroni and cheese recipe, I am going to go ahead and recommend using an elbow macaroni noodle. However, cavatappi (just a twisty, sometimes ribbed macaroni noodle), small shells, fusilli, campanelle, or even penne will work well. You want a noodle that’s great for hanging on to puddles of cheesy sauce. Avoid long noodles like spaghetti or linguine, they don’t hold the sauce very well, you want some nooks and crannies in your noodle!
- Cheese. The cheese combo you use can make or break the dish (and make sure you shred your own… see my tip below!). I like a sharp cheddar (not extra sharp, which can melt a bit grainy). Gruyere also works, as will a milder cheese like Monterey Jack or Colby Jack. We also use Mozzarella, which is very melty and stretchy, but mild in flavor. Mozzarella is a great supporting actor, but shouldn’t be the main character, I actually toned down the amount of mozz I use in this recipe to make the dish more flavorful.
- Milk… or half and half… or a bit of cream… Milk is the classic choice (and what I use in my buffalo chicken mac and cheese) and works well, but for an even creamier dish you can swap the milk for half and half or even swap a cup of the milk for heavy cream. I recommend using what you have on hand.
- Flour. A bit of flour is essential for making the base of the mac and cheese, and making it appropriately thick, creamy, and melty. If I don’t feel like bothering with a roux, I typically make my easy stovetop mac and cheese instead, but this is definitely a more gourmet/special occasion option.
- Panko. While breadcrumbs will work in a pinch (and I’ve even made the topping with breadcrumbs made from my sourdough bread), panko is crispier and gives a much more satisfying texture. I recommend grabbing a seasoned version, otherwise you’ll want to season it yourself.
SAM’S TIP: You must shred your own cheese, otherwise you’re gambling with your results. Pre-shredded cheeses are convenient but coated in anti-caking agents like cellulose that mess with melting. Block cheese gives you smoother, creamier results, so break out that box grater!
How to Make my Baked Mac and Cheese Recipe

- Step 1: Cook the noodles in well-salted water, then drain them and, if your sauce is still a way off, drizzle with a tiny bit of oil to keep them from sticking while they wait.

- Step 2: Make the roux/base. Simply , we’re whisking flour into melted butter, stirring until absorbed (then I add those to nicely toast them and get as much flavor as possible!). This is how we thicken the cheese sauce and encourage it to cling to every macaroni noodle, rather than being a greasy mess (psst this can still happen if you turn up your heat too high for the next step, so proceed with caution!).

- Step 3: Gradually stir in the milk, then add the cheeses and stir until they’re melted.

- Step 4: Stir in the macaroni noodles until they’re all coated with the cheese, then take this off the heat and set aside while you prepare the panko.

- Step 5: Melt butter and oil together, then add the panko and cook until the panko is toasted a nice golden color. Keep the panko moving (stir!) while it cooks, or it could burn! Scatter this over your mac and cheese, then bake until the dish is nice and bubbly!
SAM’S TIP: It might seem like a lot of cheese sauce once you add the noodles, and to be honest, it is! This is a creamy, saucy mac and cheese and deliberately designed to be so. However, the sauce does tighten up as the macaroni bakes, and so long as it was cooked properly and thickened enough on the stovetop, it’s not going to feel overwhelming when you actually go to eat the macaroni.
FAQ
A fresh shredded blend of cheeses is ideal. I use a mix of sharp cheddar and mozzarella. The cheddar adds a nice flavor and I love the subtle bite of a sharp variety, but don’t go too sharp (extra sharp) and don’t sub the mozzarella for more cheddar, or the sauce could actually feel a bit gritty/grainier than it should (as sharper cheeses don’t melt as smoothly, why I don’t use them in my queso recipe or my beer cheese dip). The mozzarella not only helps balance this, it adds a nice smooth and creamy melty-ness to the dish.
Colby, Monterey Jack, or Gruyere are milder options that would work blended with the cheddar or substituted for it.
And finally, let me reiterate my word of caution: shred your own cheese! Most cheeses that you buy pre-shredded are tossed with cellulose powder before they are packaged. This keeps the shreds from clinging to each other so that you don’t have a big glob of sticky cheese. Unfortunately, this cellulose powder can keep things from melting properly when you’re making baked macaroni and cheese. If you opt to use pre-shredded, you run the risk of things not melting properly and your mac and cheese not turning out. It might work out just fine for you, or you might have a mess on your hands… it’s a risk!
For this recipe there is no need to. However, if you made the macaroni in advance and are reheating the next day, you’ll want to cover it at first (to keep it from drying out) and then uncover for the last 5 or so minutes.
A toasted panko topping is key. While some recipes have you just sprinkle panko or breadcrumbs on top before tossing it in the oven, we’re going to go the extra mile and toast seasoned panko in a bit of oil and butter before sprinkling it over the macaroni. This makes a huge difference both in terms of deep flavor and crispy texture (and the way it contrasts wtih the creamy macaroni and cheese is nothing short of amazing).
Yes, but a little planning makes a big difference. When cooking your noodles, cook them slightly shy of al dente, so they don’t overcook and get mushy in the oven (since the mac and cheese will need to bake longer). When makig the sauce, it should thicken slightly, but I like it to be a tad looser than I would if I’m serving the same day (as the noodles absorb the sauce as they sit and the macaroni can get a bit dry because of this).
Pour the mac and cheese into your baking dish and toast the panko, but store them separately and add the panko just before baking. When you’re ready to bake, Bake covered with aluminum foil on 350F (175C) for about 20-30 minutes, then uncover and bake another 10-15 minutes longer. Make sure it’s warmed through!
For creamiest results, I recommend prepping and serving the same day, but the reheat method is still very good, and sometimes you just don’t have the option to make it the same day!

What to Serve with Baked Mac & Cheese:
I’d love to know what you think of my recipe if you try it!
Enjoy!

(The Best!) Baked Mac and Cheese Recipe
Ingredients
- 8 oz (226 g) dry macaroni noodles
- 4 Tablespoons (55 g) salted butter
- ¼ cup (31 g) all-purpose flour
- 3 cups (710 ml) whole milk or half and half (see note)
- ½ teaspoon salt
- ½ teaspoon ground pepper
- 1 teaspoon garlic powder
- ½ teaspoon onion powder
- ½ teaspoon ground mustard
- 2 cups (226 g) shredded sharp cheddar cheese see note
- 1 cup (113 g) shredded mozzarella cheese
Panko Topping
- 2 Tablespoons salted butter
- 1 Tablespoon olive oil
- 1 cup (60 g) seasoned panko crumbs
Recommended Equipment
- 1 10” cast iron skillet (optional, see note for other baking options)
Instructions
- Preheat oven to 350F (175C)
- Begin cooking your pasta according to package instructions in well-salted water. Do not over-cook, in fact, for best results cook one minute less than indicated time. Once finished, drain, drizzle with a tiny bit of olive oil (about ½ teaspoon) and toss to coat so the noodles don't stick together while sitting.8 oz (226 g) dry macaroni noodles
- Meanwhile, melt butter in a 10" cast iron pan (see "baking pan" note) over medium heat. Once butter has melted, add flour and whisk until smooth and no lumps remain.4 Tablespoons (55 g) salted butter, ¼ cup (31 g) all-purpose flour
- Add salt, pepper, and spices and whisk again for another 30-60 seconds to lightly toast the flour and bloom the spices.½ teaspoon salt, ½ teaspoon ground pepper, 1 teaspoon garlic powder, ½ teaspoon onion powder, ½ teaspoon ground mustard
- Add milk and spices, stir well and bring to a boil. You may notice that the milk and butter will separate — continue to heat, stirring frequently, until the milk is heated and they combine3 cups (710 ml) whole milk
- Once mixture comes to a boil, reduce heat, bring to a simmer, and stir frequently until mixture is thickened.
- Reduce heat to low and add cheese. Stir until cheeses are melted and mixture is smooth.2 cups (226 g) shredded sharp cheddar cheese, 1 cup (113 g) shredded mozzarella cheese
- Add cooked, drained pasta noodles and stir until well coated by the sauce (it will seem very cheesy, the sauce tightens as it bakes in the oven).
- Set aside while you prepare the panko topping.
Panko Topping
- Combine butter and olive oil in a small saucepan over medium heat. Heat, stirring occasionally, until melted.2 Tablespoons salted butter, 1 Tablespoon olive oil
- Add panko and stir well until the butter and oil has been mostly absorbed. Continue to stir until panko is lightly toasted and turns a light-medium brown color1 cup (60 g) seasoned panko crumbs
- Sprinkle toasted panko evenly over mac and cheese.
- Transfer to oven and bake uncovered on 350F (175C) for 15 minutes.
- Serve warm.
Notes
Nutrition
Nutritional information is based on third-party calculations and should be considered an estimate only. Actual nutritional content will vary based upon brands used, measuring methods, cooking method, portion sizes, and more.
This recipe was originally published 01/12/2018. I’ve made small edits to the recipe (noted in the recipe card) to improve it and have updated the post to include additional tips, new photos, and a new video.
Dawn M Bivens
Thank you for this amazing recipe (and I will be heading for the other two recipes you’ve got up!) It only took 16 years to talk but daughter into even trying real mac and cheese and she is truly in love. Me too!
Sam
Yay! I am so glad you enjoyed it! She was really missing out without the real thing, but luckily she won’t have to go without ever again. Enjoy! ๐
Dawn Bivens
So I had some provolone from the deli that had basically gotten glued together and real Parmesan, so I did a cheese cleanup. The kids totally dug that part. However, I wanted a little more flavor, spice wise, so I substituted red pepper with the black. Good idea up to a point. I enjoyed the extra kick and flavor but the kids were a little huffy. I think next batch, I would go with 1/2 white pepper and 1/2 red pepper. White is more mild in the heat area but has a wonderful flavor that would mellow nicely with the red, don’t you think?It may be because I made a double batch, but the mustard seemed to have a bit of an overwhelming flavor. I’m thinking that I actually enjoyed it but to keep it from the overpower line that maybe a counterbalance of something like nutmeg might mellow the slight acridness but still allow for the full flavor. And maybe the nutmeg will give the spices a more rounded taste. I think the provolone was a poor choose in that it mellowed the sharpness of the cheddar just too much. I’ll be making it many more times because of how much the kids loved it, extra heat and all. They are already cheering for repeats.
Sam
Hi, Dawn! I have not tried those substitutions, but they sound delicious! I am so glad everyone enjoyed it. ๐
Elizabeth
This recipe was amazing! I added a little bit of Asiago in addition to the mozzarella and cheddar, and I also sprinkled some Asiago on the top with the Panko. I added more pasta too. So delicious! Thank you ๐
Sam
I am so glad you enjoyed it, Elizabeth! ๐
Crystal
Woah! First time making baked mac n cheese and it was sooo good. I did however use this as a base recipe and it came out great. I didn’t have any of the cheese on the list. I just threw in some cheese that had dried out a bit that was left over from thanks giving. I had smoked gouda, dill havarti, and plain havarti. Also didn’t have dry mustard spice, so used a bit of spicy mustard instead. Followed all the other steps accordingly and it came out amazing!!
Thanks for sharing!!
Sam
I am so glad you enjoyed it, Crystal! โบ๏ธ
MaryT
I made this Mac and Cheese today. The cheese I used was sharp cheddar and gruyere cheese for my cheeses. Followed the measurements exactly for all ingredients and panko crumb topping. So yummy.
Sam
I am so glad everyone enjoyed it Mary. โบ๏ธ
Christo
Thanks! I’m a Thanksgiving hero!
Sam
So glad you enjoyed!! ๐
Darcy
If I make and freeze this recipe, should it be thawed before baking?
Sam
If freezing in a glass dish, you would definitely not want to bring it straight from the freezer to the oven or your dish could explode in the oven.
Shelby
I am making this recipe for a large group of people and was hoping to make it the night before. Should I bake it and then reheat it before eating it or assemble them and refrigerate them and bake them before eating? Thanks!
Sam
You could go either way here, it depends what you want to do. You can certainly make it, bake it, refrigerate and reheat, or you could assemble it, refrigerate and bake when needed. โบ๏ธ
ML
If we make and refrigerate, how long should baking time be? Or should we cool to room temp and cook about the same time?
Sam
I am not sure exactly how much longer it would need to bake, but it wouldn’t be more than a few extra minutes. โบ๏ธ
Kerry
Probably a silly question, but could you make this with other pasta shapes?
Sam
You definitely can! Enjoy ๐
MJ
This was the worst Mac n Cheese I have ever made. It was more like cheese macaroni soup. I think there is an error in the amount of pasta and it should be doubled. All other Mac n cheese recipes I viewed used 16 ounces of pasta to this amount of sauce.
Sam
Nope, the 8 oz is correct. Sorry to hear it didn’t turn out for you, it sounds like the sauce didn’t properly thicken. It probably needed to cook a bit longer for you in step 5. If the sauce wasn’t thickened properly I could see it potentially turning out soupy.
JENNIFER BAUTISTA
I did it with my Martha Stewart ceramic stainless stell pan and OMG WISH i can send u a pic.. itโs beautiful and tasty mix it up a little but Love it
Sam
I am so glad you enjoyed it, Jennifer! Unfortunately, there isn’t a very easy way to share pictures here, but if you join my Facebook group, you can share all the pictures you want. I love seeing everyone’s creations. ๐
Jayce Robinson
Can you double the recipe?
Sam
Yup!
Amy K
We made this recipe for a potluck this summer and it was a hit – are you able to freeze this recipe? Thanks!
Sam
So glad to hear it! Yes, you could freeze, that should be fine.
MJ
You should never freeze cooked pasta as it gets mushy!
Beth
Thank you for sharing. Looks wonderful!
Lisa
Made this with dinner last night and it was a hit with the boys! I even snuck in some carrots so I didn’t feel to bad about all the cheese. Thanks for another great recipe Sam!
Sam
I’m so glad to hear it was such a hit!! ๐
pat
It looks like my mom’s Sam, i will for sure be making this one, but where is the video?
you seem nervous on them, are you?
hugs, Pat
Sam
Hi Pat! The video is right above the recipe, this isn’t one that has me in it, it’s just one with my hands (I do both kinds, for this recipe I thought the short overhead video might be easier to follow).
I’m ALWAYS nervous when I do video ๐. I’m not quite as nervous when I do the ones that I share on YouTube, but I’m never comfortable in front of the camera… the worst is when I go Live on my Facebook page, I get so worried I’ll mess something up!
shawnna griffin
hey girl- this makes my mouth water! yummy!