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.
S
Could you make the sauce ahead of time and store it in the fridge and then add the pasta/panko right when youโre ready to bake?
Sam
I would be afraid that the sauce would start to solidify and you wouldn’t actually be able to stir the pasta in. You could mix the pasta in and leave the panko off until right before baking. That should work. ๐
S
Awesome, sounds like a plan! I totally love this recipe and Iโm so excited to try this variation to make it taste even better at the reheats/leftovers!
Alice
Thanks for a great recipe, we loved it.
Sugar Spun Run
I am so glad that you enjoyed it, Alice! ๐
Liya
Followed the recipe to the t. This Mac n cheese is bomb. My kids loved it. This was foolproof. Thank you for sharing the recipe.
Sam
I am so glad everyone enjoyed it, Liya! ๐
Alyssa
If i cook it the morning before a party (doing this Saturday) how should i heat it up so its still creamy and the panko isnt burnt?
Sam
Hi Alyssa! It’s really best to just cook it right when you need to serve it. You can make it (without baking) and store it in the fridge then cook it when you need it. I would store the panko and the mac and cheese separately. It’s probably going to take almost as long to reheat it as it would to bake it the first time so baking it in the morning isn’t really worth the effort.
Tyler lennon
I am new to cooking, so ofcourse I forgot something necessary. the milk. The thing was, it was ok without it, but better once I added some to the baked dish and stired it a bit. I won’t forget it again, but thought this should be noted. Thanks! Tyler
Jess B
This recipe is the bomb!!! I LOVE it. I made it 5 times already since I found it and itโs a huge hit with either kids or adults ๐ I actually double the recipe so we have leftovers for weeknight dinners and lunches. Thank you!!
Sam
I am so glad everyone enjoyed it so much, Jess! ๐
Janet Paton
Just finished making this recipe, but havenโt baked or eaten it yet. My only comment so far is that this made enough sauce for a full 16oz package of pasta! I only used 8oz per the recipe, but wished I had boiled the whole box!
L'tanya
Tried this recipe to serve to guests. They loved it. Shared leftover with a teen friend. She was so thrilled. Good seasonings for a good taste.
Sugar Spun Run
I am so happy that this recipe was such a crowd-pleaser, L’tanya! Thank you for trying it and for commenting. ๐
Vanessa
I think that bringing the roux and milk to a boil and then simmering for an unspecified time, waiting for it to thicken, causes the roux to burn. Iโm going to try again and not bring the roux and milk mixture to such a high temperature. No problems with lumps if you use a whisk to make roux smooth first and then slowly add milk while whisking. Also, there is too much sauce to pasta ratio, and I normally like a lot of sauce!
I do have a question, though…why is cast iron always recommended for a roux?
Sam
Hi Vanessa! It sounds like the heat was too high or the mixture was not stirred frequently enough if it burned, unfortunately. Cast iron is just my preference, I like how it heats. This could be made with a different pan.
Jen
Hi Sam,
I don’t have any breadcrumbs/panko. Is there anything I can use as a substitute? Or should I just omit it?
Sam
Hi Jen! You can just leave them out, maybe add a little extra cheese. It just adds a little bit of a different texture. ๐
Kacee
Hi, we followed the directions but on step 3 we added flour and it made balls of flour and butter. I think its switched with the next step. Flour and milk need to switch places or it doesn’t come out right. Once we figured this out by remaking step 3 with milk not flour and using flour not milk in the next step it was great! Just trying to help the next person in case they get confused like us. I’ll definitely make this again it was perfect!!!!! So happy, thank you!!!
Sugar Spun Run
Thanks for trying my recipe, Kacee. The steps listed are correct. In step 3 you are making a roux. You melt butter in a saucepan and whisk in flour until smooth. When you make a flour and butter roux, it keeps the cheese from breaking when it is heated. I am happy to hear that it worked for you so well and this was not needed. Thanks for sharing. I am glad that you enjoyed it. ๐
Chelsea
I had the same results… the butter and flour ratio just made balls of “dough” basically. 4tbps of butter was not enough liquid for 1/4c of flour. ๐
Sugar Spun Run
I am really sorry that you had similar results, Chelsea! The flour and the butter are used to make a roux. If you do notice any lumps, you should be able to break them up with your whisk. This recipe has a video that walks you through my process and can be used as a reference. Again, I am sorry you had an issue. ๐
Omyra
Anytime I make a roux, I always use equal amounts of butter and flour (4 tbsp = 1/4 cup). Iโve never had a problem. Maybe you guys arenโt whisking it enough? It might also help if you add the milk slowly while whisking continuously to work out whatever doesnโt completely break up.
Almeter Dixon
I usually make my mac and cheese with condensed or evaporated milk. Can I use it in this recipe or is whole milk better?
Sugar Spun Run
Hi, Almeter! For the best results, I would recommend using whole milk. ๐
Lindsay
I made this today with a can of evaporated milk and a cup and a half of water in place of the whole milk. It turned out AMAZING. My favorite Mac and cheese so far. You could definitely do it.
Leah
Can I make this in the early afternoon and set it in the fridge until Iโm ready to bake for dinner?
Sugar Spun Run
Hi, Leah! Yes, that will be fine. I hope that your family enjoys it. ๐
Hector
Will regular Frenches Mustard work instead of ground?
Sugar Spun Run
Hi, Hector! I am sorry but that will not work as a substitute. You can omit the ground mustard and it will still come out delicious. ๐
Mary Smith
Made this tonight. I topped it with Pablo, dotted with butter and baked for 20 minutes. Best part? Makes enough for 6-8 so plenty of leftovers. Served with bourbon maple chicken wings. Next time would just make barbque wings.
Sugar Spun Run
I am so glad that you enjoyed it, Mary! Paired with your bourbon maple chicken wings sounds incredible! Thanks for commenting. ๐