Baked Macaroni and Cheese

4.78 from 121 votes
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Amazing baked macaroni and cheese with crunchy panko bread crumbs on top. A childhood favorite that kids will love but elevated enough that adults will too!

Homemade baked macaroni and cheese with crunchy panko bread crumbs on top.

Recipe Science

  • Cooking the pasta until just al dente ensures it maintains a firm texture when baked, preventing it from becoming mushy in the cheese sauce.
  • Making a béchamel sauce with flour, butter, and milk creates a creamy base that binds the cheese, resulting in a smooth and velvety texture.
  • Baking the macaroni and cheese allows the top layer of cheese to brown and form a crispy crust through the Maillard reaction, adding a rich, savory flavor and textural contrast.

Why It Works

This homemade baked macaroni and cheese recipe uses a traditional roux base to help thicken the sauce. Combining melty shredded cheeses and milk helps nail the right creamy texture to coat those noodles. You’re going to love the crunchy panko bread crumbs on top!

Like most American kids born in the ’80s, I fell in love with this comfort food. Our pantry was stocked with blue boxes of Kraft mac’ n’ cheese, which contained two essential ingredients: elbow noodles and a packet of cheese powder that never completely dissolved. This recipe uses wholesome ingredients to maximize flavor without the extra preservatives.

Ingredients You’ll Need

Ingredients needed to make this amazing baked macaroni and cheese recipe.
  • Pasta: Using shorter types of pasta such as elbow, rotini, shells, or cavatappi is perfect for thicker cheese sauces because they hold their shape. They also catch the sauce inside the noodle for more flavor.
  • Add a Roux: To achieve a creamy sauce texture, add starch to the cheese as it melts to prevent clumping. A roux-based sauce uses flour and melted butter as a base with milk, then allows the starches to swell and thicken, essentially creating a béchamel sauce.
  • Choosing the cheese: I use sharp Cheddar cheese and Monterey Jack cheese for the sauce. Add equal ratios of each cheese. The aged cheddar provides a subtle flavor, while the Monetary Jack creates a super creamy, velveta-like consistency because it has a higher moisture level.

See the recipe card below for all ingredients and measurements (US and metric).

Ingredient Substitutions

So, now that you know how to make baked macaroni and cheese, you can experiment and switch things up with different mix-ins. Try these tasty suggestions when making your next batch:

  • Cheese: For more robust, more pungent flavors, add in some aged Parmesan, Pecorino Romano, or extra sharp cheddar. Try Gruyere or Gouda in combination with Cheddar and Monterey Jack cheese.
  • Topping: For a more compact crunch, use finer traditional bread crumbs or Italian-seasoned bread crumbs. Crush up salty Ritz crackers, Chez-it’s, or Goldfish crackers to add on top.
  • Seasoning: Keep it simple with salt and pepper, or add Cajun seasoning to make it spicier. Add mustard powder or Dijon for a tangier flavor. Hot sauce for extra heat! Smoked paprika for a lightly charred taste. Add truffle oil for a gourmet aroma and taste.
  • Herbs: Mix dried Italian seasoning or fresh parsley, thyme, or basil into the bread crumb topping or sauce. Alternatively, use it as a garnish.
  • Vegetables: Peas, caramelized onions, broccoli, or cauliflower for extra fiber.
  • Seafood: Lobster, shrimp, crab, or tuna are delicious additions.
  • Meat: Add diced ham, chicken, turkey, pancetta, prosciutto, or crispy bacon.

How to Make Baked Macaroni and Cheese

Step 1: Preheat the Oven

Set the oven rack to the middle position and the temperature to 350ºF (177ºC).

Cooked elbow pasta being held in the air over a pot with a wooden spoon.

Step 2: Cook the Pasta

Cook the dried macaroni in a large pot of salted water until al dente, with a slight chew. The pasta will continue to cook in the oven, absorbing more moisture. You don’t want them to become too soft and mushy before baking.

Whisk moving around a roux that's forming in a cast iron skillet.

Step 3: Make the Roux

One typical homemade mac and cheese recipe pitfall is that the cheese may become gritty and clumpy once added to the cream sauce. The proteins in the cheese must break down with heat before they can flow. As the proteins regroup, you may get a gritty texture and a pool of oil that separates. It’s more noticeable for higher-fat cheeses and makes for an unattractive broken sauce. To address this issue, add some starch!

By making a flour and butter roux, the starches thicken the sauce and coat the proteins in the cheese to prevent them from clumping together. I season the mixture with salt, cayenne, and nutmeg to infuse warm flavors into this side dish. Cook for about 2 minutes, until the roux is lightly golden in hue.

Grated cheddar and monterey jack cheese added to a skillet with milk.

Step 4: Make the Cheese Sauce

Once the roux is prepared, gradually whisk in the milk. Always add a cold liquid to a hot roux for proper mixing. Bring it to a boil, constantly whisking to prevent the starches from clumping. Reduce to a simmer and cook until the sauce is thickened. The process takes about 5 minutes.

Off the heat, whisk in the shredded cheddar and Monterey Jack cheese. It should melt entirely into the bechamel sauce.

Cooked pasta added to a pan with cheese sauce.

Step 5: Add the Pasta

Add the cooked macaroni to the cheese sauce and stir. The rich and creamy sauce should cling to the noodles.

A silver spoon stirring a large pot of macaroni and cheese with elbow pasta noodles.

You could eat it straight from the pan (we often do!). To take the dish to the next level, make it a baked mac and cheese.

Macaroni and cheese added to a baking dish.

Step 6: Time to Bake

Add the noodles to a greased 13 by 9-inch baking dish. If you use a large cast iron skillet to make the roux, you can bake it directly in it.

Panko bread crumbs sprinkled over a baking dish filled with mac and cheese.

Combine melted butter with coarse panko bread crumbs to make the crunchy topping. Sprinkle it evenly over the pasta casserole.

Macaroni and cheese in a baking dish with crispy, golden brown surface.

Bake at 350ºF (177ºC) until golden brown and crisp. Baking times vary between 15 to 25 minutes, so keep a close eye on color changes.

Plate of macaroni and cheese with a crispy baked crust on top.

Step 7: Ready to Serve

Taking the extra 30 minutes to add a contrast between creamy pasta and crispy bread is worth the wait. Enjoy!

Frequently Asked Questions

Should mac and cheese be baked covered?

Keep the pasta casserole uncovered when baking. The heat of the oven with help brown and crisp the topping. Covering will create steam, making the bread crumbs soggy.

How do you make baked mac and cheese less dry?

If you find that the pasta absorbed too much of the milk when combining the sauce, or you let it sit too long before baking, an easy fix is to add more milk or cream, 1 tablespoon at a time to loosen the sauce. This also helps when reheating the macaroni and cheese.

What cheese is best for mac n cheese?

Cheeses that are firm enough to grate but have enough moisture and fat that, when heated, meld together. Sharp cheddar has a good balance of flavor and melt, or milk cheddar for a less aged taste. Add in Monterey Jack for extra gooeyness. Avoid dry aged parmesan unless adding some in addition to other high melt varieties to boost the taste.

How do you prevent the cheese sauce from clumping?

I use flour as the starch component. I start with a roux (butter and flour) cooked briefly, then add the milk to help thicken and disperse the starch into the base. When the cheese begins to melt, the starch granules in the flour release elongated threads of amylose (a soluble polysaccharide in starch). It wraps around the casein proteins in the cheese, preventing the fat from releasing and the proteins from forming back together into broken clumps.

Serve This With

If you tried this Baked Macaroni and Cheese, please leave a 🌟 star rating and let me know how it went in the 📝 comments below!

Baked Macaroni and Cheese

I love making baked macaroni and cheese because the combination of tender pasta, creamy cheese sauce, and crispy topping is irresistible. Plus, it's a crowd-pleaser that's perfect for any occasion or meal.
4.78 from 121 votes
Prep Time15 minutes
Cook Time40 minutes
Total Time55 minutes
Servings 8 servings
Course Side
Cuisine American


  • 4 quarts water
  • 4 teaspoons kosher salt, divided
  • 1 pound elbow macaroni
  • 9 tablespoons unsalted butter, divided
  • 6 tablespoons all-purpose flour
  • teaspoon cayenne pepper, (optional)
  • teaspoon ground nutmeg
  • 5 cups whole milk
  • 8 ounces monterey jack cheese, shredded
  • 8 ounces sharp cheddar cheese, shredded
  • 1 cup panko bread crumbs, or regular bread crumbs


  • Heat the Oven – Set the oven rack to the middle position. Heat to 350ºF (177ºC).
  • Cook the Pasta – In a large pot, bring water to a boil. Stir in 1 tablespoon of salt until dissolved. Add the pasta to the water. Stir to prevent the noodles from sticking together. Cook according to package directions, stirring occasionally, until pasta is al dente. Drain in a colander.
  • Make the Roux – Melt 5 tablespoons of butter in a large skillet over medium-high heat. Add the flour, 1 teaspoon salt, cayenne (if using), and nutmeg. Cook, constantly whisking, until fragrant and lightly golden in color, about 1 to 2 minutes.
  • Make the Cheese Sauce – Gradually whisk in the milk. Bring the mixture to a boil, whisking constantly. Reduce the heat to medium and simmer, whisking until thickened, about 5 to 7 minutes.
    Take the pot off the heat and slowly whisk in the Monterey Jack and cheddar cheeses until completely melted.
  • Add the Pasta – Add pasta to the cheese sauce. Stir to evenly coat.
  • Bake – Lightly grease a 3-quart casserole dish or 13×9 baking dish. Spread the pasta evenly into the pan. In a medium bowl, combine 4 tablespoons of melted butter and the bread crumbs. Evenly sprinkle it on top of the macaroni and cheese. Bake until the topping is golden brown, about 15 to 25 minutes.
  • To Serve – Serve macaroni and cheese while still hot.

Recipe Video

YouTube video


  • Baking in a Skillet: The macaroni and cheese can be baked in a large cast iron skillet.
  • Broiling: Add the bread crumb topping, and broil until golden brown, about 3 to 5 minutes. Keep a close eye to not burn it.
  • Storing: Store in an airtight container in a refrigerator for up to 5 days. Freeze for up to 3 months.

Nutrition Facts

Serves: 8 servings
Calories 428kcal (21%)Carbohydrates 28g (9%)Protein 19g (38%)Fat 26g (40%)Saturated Fat 16g (80%)Polyunsaturated Fat 1gMonounsaturated Fat 3gCholesterol 69mg (23%)Sodium 569mg (24%)Potassium 99mg (3%)Fiber 1g (4%)Sugar 1g (1%)Vitamin A 1100IU (22%)Calcium 700mg (70%)Iron 2mg (11%)

Percent Daily Values are based on a 2000-calorie diet. All nutritional information is based on estimated third-party calculations. Each recipe and nutritional value will vary depending on the brands you use, measuring methods, and portion sizes per household.

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Jessica Gavin

I'm a culinary school graduate, cookbook author, and a mom who loves croissants! My passion is creating recipes and sharing the science behind cooking to help you gain confidence in the kitchen.

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Jessica Gavin standing in the kitchen

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70 Comments Leave a comment or review

  1. Maria T. says

    I was making oven to grill ribs for dinner tonight and I wanted Mac N Cheese, but needed flexibility. I figured out I could make this earlier in the day and heat it up while the ribs were on the grill. I put the Mac N Cheese in the oven after I placed the ribs on the grill. Same temperature as the ribs so I left the oven on – I baked the dish covered with foil at 350° for 35 minutes. Then I removed the foil sprinkled the Panko over the top and put the bubbling mac under the broiler and watched it like a hawk while it browned. Worked perfectly. This Mac N Cheese was so very really absolutely good. Loved the crunch from the Panko and the fluffiness of the mac N cheese itself. So darn good. I will make this again. Also, I cut the recipe in half for me and Tom so we’re not overwhelmed with leftovers. It’s worth eating again. How I adore Mac N Cheese from scratch. Not much better than that.

  2. crystal says

    made this tonight– we loved it…added 1 long pepper, scallions and garlic…also added some franks red hot to melted butter before adding to the panko. delicious!!

  3. Tori says

    I really wanted to love this, but the nutmeg ruined it for me and my hubs. I should have omitted it. I will say that the instructions were clear and it came together nicely, though! Very cheesy and perfect texture.

    • Jessica Gavin says

      I appreciate your feedback, Tori! Good thing the nutmeg is something easy to omit if you’re not a. fan. Thank you for giving it a try. I hope you make the macaroni and cheese again!

  4. Julia Levy says

    I absolutely LOVED this Mac n cheese. I would 100% recommend this recipe to my girlfriends and it brightened the gloomy quarantine day for my 6 kids and I!

  5. joanne p giard says

    I am making mac and cheese in my slow cooker to deliver to people here living alone. Can I use the same recipe for the topping after I have cooked it? Thanks for your help.

    • Jessica Gavin says

      You are amazing! Yes, you can use the topping recipe after it’s cooked in the slow cooker. Make sure to brown in an oven safe pan, not the slow cooker insert.

    • Jessica Gavin says

      Hi Carol- I would freeze individual portions and then reheat in the microwave on high heat in 30-second intervals until the noodles and sauce are hot.

  6. Priscilla says

    I can’t wait to try this recipe out this weekend. At what temperature should I broil the dish at? Your recipe doesn’t say….

  7. Christine says

    Thanks for this easy, yummy Mac and cheese recipe! I ended up using ziti since I couldn’t find any elbow macaroni in the brand I like (DeCecco or Barilla)…is there a pasta that you prefer to use as a substitution for macaroni?

  8. Kenzi says

    AHHH I literally just finished making this and it tastes amazing!! I’m gonna definitely post this recipe on Facebook and share with loved ones! Thank you!

  9. Pete S says

    I’m really glad I found your website! We’re having a meal Wednesday at church and it’s going to be different varieties of mac & cheese. I found a cheese with morel mushrooms and leeks, but I don’t know what kind of cheese it is. It’s white. I’m guessing it’s a higher moisture cheese? Any guesses? And I’m thinking of adding so meat, maybe on the side – small meatballs? I have ground lamb, pork sausage, and beef in my freezer. Any suggestions? Thanks for your great work!

  10. Michelle Zani says

    I have always wanted to make homemade Mac & Cheese. I searched through all kinds of recipes and came across yours. It looked delicious and easy to make. It was just that! It was so good. I added a little bit of butter and garlic powder to the panko crumbs to give it just a pop of flavor. Everyone loved it. Thank you for sharing your recipe. I will be making it again.

  11. abby shevlin says

    jessica, are you kidding me?

    this is the absolute best bread crumb mac n cheese recipe ive ever tasted.

    you are my savior

    • Jessica Gavin says

      Hi Michelle- I just might be as crispy because the panko are like flakes, but it will give a nice texture contrast on top 🙂 Just watch for the browning of the breadcrumbs, being careful it doesn’t burn.

  12. Victoria says

    Reheating instructions? I’m bringing my two pans to work potlucks this week and want to make sure they’re yummy for everyone.


    • Jessica Gavin says

      Hi Victoria- I would wait to add the breadcrumb topping. Toast it until golden, and then sprinkle on top before serving. Are you reheating the macaroni and cheese in the oven or microwave at work?

  13. Anna says

    When and how could I add bacon and green onion, if I was to add cheese to the top when baking with the bread crumbs what kind of cheese would you put as a topper? Thanks

    • Jessica Gavin says

      I would stir in cooked chopped bacon and green onions when you’re incorporating the cheese into the sauce. I like monterey jack, cheddar or parmesan.

    • Greg says

      I used your recipe for a mac and chesse cookoff for my culinary class but added crabmeat and used crabboil came out good but i had to much crabboil used a teaspoon, i learned tho to use powder crabboil instead of the liq .. (the powders eazier to sprinkle in to mix). Didnt win but every1 liked the dish

  14. Carol says

    Hi, Jessica,
    Wanted to let you know that over the years, failed & successful attempts at making Mac & Cheese. I did finally come to the same recipe as yours. The only thing I do differently is to add 1 T of flour to each of the cheeses, then combine the cheeses, toss together, then add to sauce. I give this step credit for never having oily or broken sauce ever again… would appreciate your input regarding the value of this step. Thanks

    • Jessica Gavin says

      Hi Carol- Great question! I could see how the tossing some flour with the cheese can help reduce the chances of a greasy, broken cheese sauce. When the cheese melts, the starches in the flour wrap around the proteins in the cheese to prevent them from forming back together and creating broken clumps, while also preventing the fat from releasing into the pasta.

  15. Benjamin Garcia says

    I’m making this for a Thanksgiving potluck. I’m making it for up to 16 people. How much should I increase all of the ingredients

    • Jessica Gavin says

      Hi Benjamin- I would double the recipe, however, a single batch is pretty large. You may have to make two separate batches unless you have a really large pot. I would transfer it to a large aluminum pan for serving.

  16. Lilly says

    Hi! I want to make this for a friend to heat and eat later. It will be refrigerated over night beforehand. Should I broil it myself? And what instructions should I give her for heating it in the oven (I.e. temp, time, etc.)? Thank you!

    • Jessica Gavin says

      Hi Lily- I would wait to add the bread topping. I would have her reheat the macaroni and cheese at 400F, covered with foil, until hot and warmed through. I would heat for 20 minutes, stir, cover and continue to heat until nice and hot. Then follow the topping broiling instructions. You could also toast the breadcrumbs in a pan, allow it to cool and then put it in an airtight container for her to just sprinkle on top right before serving.

  17. Leonor says

    Hi Jessica! I’m so excited to try out this recipe. If i wanted to incorporate bacon into this recipe what would you recommend ??

    • Jessica Gavin says

      Hi Leonor- I love bacon! I would saute a few pieces until crispy, chop it up, then stir it into the macaroni and cheese at the very end before adding the topping. Or you can sprinkle the bacon on top right before serving.

  18. Georgina says

    Hi Jessica – this looks amazing, any idea how to “sneak” vegetables into this dish? That way it’s a one-pot-wonder “plus” 🙂
    Could I maybe add grated carrots, baby-marrow, fresh chopped spinach after step 8 will this work?

    • Jessica Gavin says

      Hi Georgina! I think those are great ideas 🙂 Yes, after step 8 would be a good time. Make sure to grate the carrot or marrow so it cooks quickly. You can also saute it separately first to soften or steam them it in the microwave, pour off any excess moisture and then add it to the macaroni and cheese so that it is pre-cooked before adding. You don’t have to pre-cook the spinach. Let me know how it goes! I also have a butternut squash macaroni and cheese if you want to try something with more veggies.

  19. Rachel says

    I’ve made this before and it was the bomb… I shared it with foreign friends who never understood the American hype around mac & cheese, they loved it! Now I have a bunch of milk that’s about to expire in a couple days and I know what I’m making for dinner -drool emoji-

  20. Susan Assaly says

    Amazing & easy ready for pot-luck at church tomorrow! I mixed panko & shreaded cheese for the topping oven @ 475 for 9 minutes!!

        • Jessica Gavin says

          Hi Keisha- The milk will definitely create the creamy consistency. Are you okay with using cashew, oat, rice, soy or almond milk? I would recommend unsweetened cashew, oat or almond milk as a substitute.

  21. Cheri Hoyt says

    I tried changing the serving size like was suggested in a previous comment, but I couldn’t do it. I would like to make this for 150 people. Sometimes when I alter the measurements I have way too much.

    • Jessica Gavin says

      Hi Cheri- Wow, that is ALOT of macaroni and cheese! How do you plan on cooking so much? This recipe makes a large batch, so I would imagine you will have to cook multiple batches. Is this being served as an entree or just a side dish? If just a side dish that I think you can stretch the servings to 12-14 people per recipe.

    • Jessica Gavin says

      Hi There! Make sure to use high moisture cheese so that the cheese does not become grainy and stays creamy, which is why cheddar and monterey jack were selected. What kind of cheese are you thinking?

  22. Dryden Barnes says

    I want to make 1/2 of the recipe..will it be the same..where can I find it? I love good food but not that much.

    • Jessica Gavin says

      Hi Dryden- Yes, you can easily reduce the recipe in half by scrolling down to the recipe and in the “servings” box, type in 4. That will give you a have recipe quantity for each ingredient.

  23. Eleanor Lunetta says

    Dear Jessica, Your recipe for baked macaroni doesn’t say anything about puttingit in the oven to bake. I did just now so I hope it comes out all right. Eleanor

    • Jessica Gavin says

      Hi Eleanor- Thank you for your feedback! I see how it can be confusing, however, step 11 says to broil for 3-5 minutes, which is the baking step. But you could also bake at 475 degrees until the breadcrumb topping is browned. Let me know what you did and how it came out 🙂

  24. nancy says

    Jessica….this was absolutely amazing!!! Over the years, I have tried and failed to make macaroni and cheese but each attempt was awful. I resorted to my favorite deli or the frozen food section of my local market to satisfy my children’s cravings. This recipe is easy and the results are restaurant-quality. My children think I CAN cook! Thank you.

    • Jessica Gavin says

      You made my day Nancy! I love hearing that you finally had success with a homemade macaroni and cheese recipe. YES, you CAN cook! You are a rockstar 🙂