A classic and easy Baked Mac and Cheese Recipe! This recipe is dangerously easy to make and is topped off with a buttery, crisp toasted panko topping! If you have a cast iron or oven-safe pan handy, you can even bake it in the same pan that you use to make the sauce!
Baked Mac and Cheese
Today I’m sharing one of my favorite comfort foods — baked mac and cheese!
I hope you don’t mind all the savory recipes I’ve been sharing recently. With Easter right around the corner I’ve been refreshing some of my favorite side dishes like my broccoli salad, deviled eggs, and now this baked mac and cheese. Don’t worry, after today my calendar is full of sugar 😉
Until then, let’s talk more about this classic comfort food. Homemade Mac & Cheese is a simple staple that everyone should have a go-to recipe for. This one is mine. It’s cheesy, creamy, and uncomplicated. Everything a good mac & cheese should be.
What Do I Need to Make Baked Mac & Cheese?
Mac and cheese is simple to make and doesn’t require any fancy ingredients. Here’s what you need:
- Macaroni Noodles — though let’s be real you can use 8 oz of pretty much any shape of pasta!
- CHEESE — All caps for obvious reasons. Your cheese selection can make or break your baked mac and cheese. Shredding your own is preferred, more on that a bit further down the post.
- Whole Milk
- Butter
- Flour — for making your roux. Don’t worry, it’s so easy! I hate to even mention that this baked mac and cheese starts with a roux because so many people are intimidated (I even have an easy mac and cheese that requires no flour and no roux because of this). All we’re doing is whisking together melted butter and flour, honestly.
- Spices — salt, pepper, garlic powder, onion power, and ground mustard. A little goes a long way for flavor.
How to Make Baked Mac and Cheese
Alright, that roux I mentioned? It’s simple, just look at steps 1-5 below. Start by melting your butter and then add flour. Use a whisk to stir in the flour until the mixture is smooth and no lumps remain.
When you add your milk the mixture may separate a bit. This is fine, everything will come back together once the milk warms up a bit. Add your spices and bring everything to a bubble and cook (stirring continuously so nothing burns) until the mixture is thickened.
It’s very important that your mixture thickens before you continue. The mixture should be creamy and should coat the back of a spoon (see step 5 below). If it’s not thickened, your baked mac and cheese will be too liquidy and runny. We want creamy decadence, not a runny mess.
Finally add your cheese and stir until melted (steps 6-7 below). Then in go your prepared macaroni noodles. Finally top everything off with some toasted panko and bake!
Speaking of That Toasted Panko Topping…
My baked macaroni and cheese is incredibly cheesy and creamy, but what really sets it over the top is the buttery panko topping. I love the crisp, crunchy texture of panko (and 100% prefer it to using breadcrumbs). Panko gives the smooth and creamy mac and cheese that extra something that makes it irresistible.
Before adding it to the top of your (not yet) baked mac and cheese, you’ll add it to a small pan along with some butter and olive oil and then stir it frequently until it becomes lightly golden/toasted.
It’s such an easy extra step and it adds everything to this baked mac and cheese!
What cheese should I use for my baked mac and cheese:
I use a mix of sharp cheddar and white cheddar as well as mozzarella for this recipe, but you can substitute your favorite cheese for the cheddar (I recommend leaving the mozzarella alone, it helps make things creamy and amazing, but you do you). Colby, Monterey Jack, and Gruyere are all great options!
Another word of caution, 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 go to use that cheese in this recipe. If you opt to use pre-shredded, you run the risk of things not melting properly and your mac and cheese not turning out.
Honestly, more than once I’ve made this using pre-shredded cheese with great results, it’s just risky and results can’t be guaranteed. I’m currently having a moment with Tillamook brand cheese, which is the best pre-shredded cheese I’ve ever tasted and is not tossed with cellulose. It’s pricier but worth it (and no, they’re not paying me to say this!). Even Zach loves it and he’s usually the first to try and talk me back over to generic.
Do you cover baked mac and cheese in the oven?
For this recipe there is no need to!
I made a brief video (see it on my YouTube channel or below the recipe) so you can see exactly how I made this baked mac and cheese. Enjoy!
Other Recipes You Might Like:

Baked Mac and Cheese
Be sure to check out the how-to VIDEO at the bottom of the 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 (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
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 pan² over medium heat. Once it 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 milk and spices (salt, pepper, garlic powder, onion powder, and ground mustard), 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, ½ teaspoon salt, ½ teaspoon ground pepper, 1 teaspoon garlic powder, ½ teaspoon onion powder, ½ teaspoon ground mustard
- 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 cheddar and mozzarella 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.
- Set aside while you prepare your 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.
- Garnish with parsley, if desired, and serve.
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 Baked Mac & Cheese Recipe was originally published 01/12/2018. Post has been updated to include additional tips and improve user experience 04/19/2019.
Hazel Young
Can I freeze the leftovers?
Sam
Hi Hazel! I don’t think there would be any issue freezing it. 🙂
Jamie Awad
Out of this world! Made it for my parents and they already want me to make it again. This will definitely be my go-to recipe for Mac and Cheese! Thanks for sharing it with us 🙂
Sam
Thank you so much, Jamie! I am so glad everyone enjoyed it. 🙂
Coletta
i need to refrigerate overnite. if its cold how long should i bake it and should i wait to put crumbs on until 10 or 15 min before it comes out of the oven?
Sam
Hi Coletta! I’d put the crumbs on before baking (but not before refrigerating). It will probably need about 30 minutes in the oven, maybe a bit longer depending on the type of pan you use (a smaller deeper pan will take longer, a more shallow one less time)
Em
Yum! If I want to double this recipe what size baking dish should I use?
Sam
Hi Emily! This recipe will make about 6 cups of macaroni. An 11 x 15, a 14 inch round pan, and a 12 inch square pan will all hold just short of 12 cups. It may be easier to make it in 2 pans. 🙂
JJMC2
Fantastic recipe- I was missing the mustard and substituted nutmeg. Thanks for sharing
Sam
I am so glad you enjoyed it! 🙂
Sharon
Very good! Thanks for sharing. My entire family enjoyed this and that is saying something!!!
Sam
I am so glad everyone enjoyed the Mac and cheese, Sharon! 🙂
Melissa Chase
OMG! Just made this tonight and it is absolutely delicious! Love the cast iron pan simplicity. Comfort food at its best!
Sam
I am so glad you enjoyed it, Melissa! 🙂
Theresa
Will a 10″ cast iron fry pan work, or do I need to use a 10″ dutch oven?
Sam
As long as your pan will hold all of the ingredients, it will work just fine! 🙂
Fran Heckert
This looks delicious, but is it ok to leave off the panko topping? Thanks
Sam
Hi Fran! That would be fine. 🙂
amy sims
We are driving to the snow on a Monday and need this for a meal on Wed–will be skiing all day. Can I make on Sunday, bake etc and freeze? Or refrigerate and re-heat on Wed? Best way?
Sam
Hi Amy! Making it and then refrigerating should work just fine here. 🙂
Renee
Was very easy to make. My family loved it. I used 1 cup heavy cream with the milk. Will make again.
Sam
I’m so glad to hear everyone enjoyed! Thank you for commenting, Renee!
Yolanda
I have a question does it taste oniony as my husband HATES onion and is worried 😂
Sam
Hi Yolanda! My husband hates onion too and loves this baked mac and cheese! You can always leave the onion powder out but it’s subtle and doesn’t taste like raw onion.
Judi
Wow!!!!!! What a great dish!!!!! All that delicious cheese!!!!! And that topping!!!!!! Loved it!!!!!!
Sam
So glad you enjoyed, Judi!
Jake
Oh my God, this is such a good recipe and totally worth it. I just made it for my family, and everyone LOVED it, especially me. Possibly the best Mac I’ve ever had.
It was a tad spicy considering I substituted the ground mustard for cayenne pepper which is my fault. 10/10 from me. Beautiful.
Thank you for this recipe.
Sam
I am so glad you enjoyed it, Jake! I bet it was spicy with that cayenne pepper substitution! 🙂
supreet gill
Hi I tried making this recipe with exact proportions, but the sauce was way too much. Then I boiled another 8 oz noodles and added them. Are you sure this recipe is for 8 oz noodles not 16 oz? or did I do something wrong.
Sam
Yes this is for 8 ounces of uncooked pasta. I’m not quite sure what could have happened for it to be really saucy.
Mjoy
Mine too! 3 cups of milk PLUS 3+ cups of cheeses to 8oz dry pasta was soupy. Hmmm…
Sam
Make sure the sauce is thickened properly as indicated in step 5 (watch the video for a visual cue if that is helpful), if it’s soupy it’s most likely not thickened properly.