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.
Juliane Whitmore
I love this recipe! Itโs the favorite of my kids and pretty easy to make. Itโs really delicious too!
Sugar Spun Run
I am so glad that your family has enjoyed this mac and cheese recipe, Juliane! Thank you for commenting. ๐
Lisa
I quadrupled this recipe because I need to serve 28 people. It makes so much sauce and when I was adding the sauce to the macaroni it started to look soupy. I ended up not adding all the sauce and have 3 1/2 cups left and I did not even add all the shredded cheese to the sauce. Is this right? Can I freeze the extra sauce?
Sugar Spun Run
Hi, Lisa! This recipe does make quite a bit of sauce because the noodles will absorb a lot of it when it bakes. You are welcome to add more noodles to the mixture or you can freeze it. ๐
Kelly
Just wondering if this would freeze well? If so, would you thaw it then bake it, or bake from frozen?
Sam
Hi Kelly! I haven’t tried freezing, but I think it would work just fine. I would probably thaw it in the refrigerator overnight and then bake it. ๐
Angi
Delicious recipe! I doubled the recipe, eliminated the onion and garlic powders but added about 4 oz os shredded Monterey Jack with jalapeรฑos and 1 lb of cooked, chopped shrimp! So yummy!
Sugar Spun Run
I am so glad that you enjoyed the baked mac and cheese, Angi, and I love your choice of substitutions! Thanks for commenting. ๐
Abigail saneh
Am how long do u bake the mac n cheese for
Sugar Spun Run
Hi, Abigail! You want to bake it for 15 mins, uncovered. I hope that you enjoy it! ๐
Patty Mcdonald
Hello, just wanted you to know I made macaroni and cheese for Christmas dinner. It was a huge hit. I double the amount and there was maybe a cup left. Thank you for your wonderful recipe.
Sugar Spun Run
That is wonderful, Patty! I am so glad that it was a hit! ๐
Judy
Ok I’m thinking of doubling the recipe, so I would need 4 cups of cheddar cheese and 3 cups of the mozzarella cheese. I found the Tillamook cheese at our Target store. Also are you going by the bag size or measuring it in a glass measuring cups? Sorry for all the questions.
Sugar Spun Run
Hi, Judy! Yes, you are correct. If you are going to double the recipe you will need 4 cups of cheddar cheese and 3 cups of the mozzarella cheese. You can go by the bag size or measure it out. I hope that you enjoy the mac and cheese! ๐
Sophia
Is 8 oz of noodles really enough for 8 servings?
Sugar Spun Run
Hi, Sophia! The suggested serving size is 8, however, it really depends on how big your serving size is. If you are afraid that it won’t be enough please free free to double the recipe. ๐
Jessica
If I double, I’d double all of the ingredients, right? Thanks!!!
Sugar Spun Run
That is correct, Jessica!
Julie
Your sugar cookie recipe was perfect, so when I was looking for a mac & cheese recipe and came across yours, I figured I should pick this one.
What would be the best way to bring this to a family get-together? Crockpot? Bring unbaked and bake it there? It is about a 30 minute drive. Thanks!
Jennifer Hart
I am making this a tradition at my Christmas party because it was so popular last year!
Sugar Spun Run
Thank you so much, Jennifer! I am so glad it was a hit. I hope everyone enjoys the mac and cheese again this year. ๐
Judy
I have McCormick ground mustard is that ok to use?
Sugar Spun Run
Hi, Judy! Yes, that will work just fine. Let me know how your mac and cheese turns out. Enjoy! ๐
Barbara
Making this for a large group of around 27 people. Can you prepare, include baking it and put in the freezer for about a week? Better to prepare and bake it after removing from the freezer?
Sugar Spun Run
Hi, Barbara! Yes! I would make it then freeze it. Then, when it is time to bake it, I would bake it at 350 until baked through. Let me know how your mac and cheese turns out. ๐
Stephanie
Was wondering is there any reason you couldn’t leave the macaroni is the Dutch instead of transfering to bake it?
Sam
Hi Stephanie! You can bake it in the dutch oven, mine just gets a little messy on the side and I like the presentation a little bit better when I transfer it to a different pan. ๐
Kristy
If I were to put this all together but not bake it for about four hours would it be ok or add any baking time if I put it in the fridge prior to baking? It looks wonderful
Sam
Hi Kristy! I might just leave the panko topping off until its ready to bake to keep it from getting too soggy before it bakes. ๐
Anne Marie Schumacher
Hi I had a question about doubling the recipe…. I wanted to make 2 lbs of Capatelli pasta, so do I have to quadruple all the spices and how much milk would I have to use? How does that work? Thanks! Anne Marie
Sam
Hi Anne! Yes you would want to double all of the ingredients in the recipe. ๐
Robert Reisma
Just double checking before I get ingredients but she wanted 4xs the noodles but you said to only double ingredients?
Sam
Whoops, sorry! If you’re doing 4x the noodles you will want to do 4x all of the ingredients. If you are doubling you would double all of the ingredients. Sorry for the confusion, Robert! I hope you enjoy the mac & cheese!
Anne Marie
I had asked if I had to quadruple the recipe not double the recipe since I was making 2 lbs of Capatelli. and needed to know also how much milk to put in but it’s too late now because by the time I was making this your reply was too late. ๐
Sam
Sorry, you had said “doubling” and I got caught up on that. If doubling, double everything, if quadrupling, quadruple everything. I hope that helps for next time!