Baked Mac and Cheese

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Quick Summary

This family favorite Baked Mac and Cheese is creamy, cheesy, and finished with a buttery panko cracker Parmesan topping. It can be served as a main dish or side dish.

a wooden spoon scooping mac and cheese out of a baking dish.

My dad makes the BEST cinnamon rolls, if you haven’t tried them, you really need to. He also makes the BEST Baked Mac and Cheese. Yep, it’s true! His recipe is hands down the best, everyone loves it and always requests Parry’s mac and cheese!

My dad made this meal all of the time for my siblings and me, it was one of our favorites. You can’t go wrong with homemade baked mac and cheese, especially when you are a kid, and especially when it’s LOADED with cheese. My dad doesn’t hold back on the cheese, he goes all out! It is rich, creamy, CHEESY, and has a buttery panko cracker topping that seals the deal on this being the BEST! Trust me!

Homemade mac and cheese is the way to go. I know the simplicity of the blue box can be tempting, but I promise making it from scratch is SO worth the effort. It really isn’t hard to make and it’s SO much better. This recipe makes a BIG pan so you can enjoy leftovers or share with family and friends.

Once you make it from scratch, you won’t be able to go back to the box stuff. It is classic comfort food and I guarantee you will crave it on a regular basis. It is a favorite at our house.

Baked Mac and Cheese with cracker topping in white baking dish.

Mac & Cheese Ingredients

  • Elbow macaroni– we like to use large elbow macaroni, but another small pasta will work too.
  • Butter– for flavor and richness!
  • Flour– to create a roux.
  • Milk– use whole milk for the creamiest mac and cheese!
  • Cheese– I like to use a mix of shredded cheddar and Gruyere cheese, but you can use all cheddar cheese. Don’t use pre-shredded cheese. I know it is convenient, but pre-shredded cheese contains a coating that prevents it from melting properly. Buy block cheese and use a grater or food processor to shred the cheese.
  • Dry mustard– adds a little tang to balance out the richness.
  • Salt & Black Pepper– to enhance the flavors.

Topping Ingredients

  • Butter– to add flavor to the panko and crackers.
  • Panko crumbs– to add a nice crunch!
  • Crushed crackers– you can use saltine or Ritz crackers.
  • Cheese– more cheese please! We add Parmesan and extra Cheddar cheese on top.

How to Make Baked Mac and Cheese

  • Cook the macaroni until al dente, about six minutes, and that is it! Don’t over cook the pasta or it will get soggy and mushy after being baked in the oven with all of the cheese sauce.
  • Drain the macaroni and rinse with cold water. I normally don’t rinse pasta, but my dad says it is a must for baked mac and cheese to remove the starch. You don’t want the starch thickening the sauce.
  • You will need to make a roux, but don’t be intimidated by that word, it is just a mixture of butter and flour that is used to thicken a sauce. The roux will make make a thick and silky smooth sauce sauce.
  • Use equal parts butter and flour. Melt the butter and add the flour, whisking until smooth. Coating the flour in butter helps to prevent the flour from clumping together and making a lumpy sauce. Cook over medium-low heat, whisking frequently, for 3–5 minutes, or until bubbly and fragrant, but not burnt.
  • Whisk the milk into the roux. Use whole milk to create a super rich and creamy sauce. You can use 2% milk, but try to avoid skim milk, you want the sauce to be velvety and thick.
  • Stir the shredded cheese into the sauce, reserving 1 cup of shredded cheddar cheese for the top. Stir until the cheese is melted.
  • Gently fold the cooked macaroni noodles into the cheese sauce. Pour the mixture into a large oven-safe baking dish.
  • Don’t skip the topping! We make a buttery panko cracker parmesan topping to go on top and it is AMAZING! It makes the mac and cheese extra special. The panko, cracker, parmesan combo is perfection! You can use saltine or Ritz crackers, both are great! Sprinkle the remaining cheese over the top of the macaroni and add the panko cracker topping.
  • Bake in a 350 degrees F oven for 30 minutes or until bubbly and the topping is golden brown. You don’t need to cover with foil while baking.
  • Let it rest 5 minutes before serving. The mac and cheese will keep covered in the refrigerator for up to 4 days. Reheat in the microwave.

Serving Suggestions

Mac and cheese can be served as a main dish or side dish. If you live in the South, mac and cheese is often served at Thanksgiving and other holidays. There really is no bad time to enjoy baked mac and cheese. It is always a crowd pleaser!

If you want to make a full meal, here are some recipes that go well with mac and cheese!

More Comfort Food Recipes

baked mac and cheese with cracker topping in pan with spoon.

More Mac & Cheese Recipes

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Baked Mac and Cheese

This baked mac and cheese recipe is easy to make at home and the ultimate comfort food!
4.63 from 81 votes


For the mac and cheese:

For the topping:


  • Preheat oven to 350 degrees F. Grease a 9×13-inch baking dish and set aside.
  • Cook the macaroni until al dente, about 6 minutes. Don’t overcook because the pasta will finish cooking in the oven. Drain and rinse the pasta with cold water. Drain well and set aside.
  • Meanwhile, in a large pot melt the butter over medium-low heat. Add the flour and quickly whisk. Cook for about 3 minutes, whisking frequently, or until smooth and slightly browned. Be careful not to burn the mixture. Add 1 cup of the milk and whisk until well combined and there are no lumps. Add the remaining milk and keep whisking until the mixtures starts to boil.
  • Add 3 cups cheddar cheese, all the Gruyere cheese, dry mustard, salt, and pepper and stir until cheese is melted and smooth.
  • Gently fold the cooked macaroni into the cheese mixture. Pour evenly into the prepared pan.
  • To make the topping, in a medium skillet, melt the butter over medium heat. Add the panko and crushed crackers and stir until the crumbs and crackers are coated in butter. Remove from heat and stir in the grated Parmesan cheese.
  • Sprinkle the remaining 1 cup cheddar cheese over the top of the macaroni and then add the panko cracker topping.
  • Bake for 30-35 minutes or until cheese is melted and bubbly and topping is golden brown. Let the mac and cheese rest for 5 minutes before serving.


If you don’t have Gruyere cheese, you can use all cheddar cheese. 


Calories: 592kcal, Carbohydrates: 44g, Protein: 26g, Fat: 33g, Saturated Fat: 20g, Cholesterol: 99mg, Sodium: 678mg, Potassium: 274mg, Fiber: 1g, Sugar: 5g, Vitamin A: 1035IU, Calcium: 638mg, Iron: 1.6mg
Keywords cheese, pasta

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I'm Maria and my husband is Josh. We share a love of cooking, baking, and entertaining. We enjoy creating recipes that are simple, fresh, and family friendly. We love sitting around the table with good food, good conversation, and good friends and family! Our kitchen is always open!
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Recipe Rating


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    1. 5 stars
      I made this last night. I reduced the cheese, butter and milk (I only used 1/3 of all of them combined) but used all the seasonings. It came out GREAT. The topping is the best. I used panko, saltines and ritz. Great recipe.

  1. 5 stars
    Made this last night for dinner for my husband and some friends, was absolutely fantastic! Smooth and creamy!

  2. This is the best mac and cheese I have ever made/eaten. Thank you for sharing this amazing recipe! I used cavatappi pasta because the store was out of the big elbows and it was delicious!

  3. 5 stars
    This was my first time spending Thanksgiving in the South, and this dish was a big hit! I had a really fun time making it, and it was a well loved recipe! Can’t wait to make it for my family when I get home!

  4. 4 stars
    This is a great recipe that feeds a crowd! The only reason I am not giving it five stars is because I don’t think it needs to be truly baked, I think just broiling would be enough. I reduced 1 tablespoon of flour from the recipe and added one extra cup of milk and still ended up with slightly dry macaroni and cheese at the end but only because I think the baking process was too much. Next time I’m just going to broil and I know it will be a five star recipe!

  5. 5 stars
    I made this for New Year’s Eve and WOW!!!! I will never make another mac and cheese recipe again. It is easy, delicious, and reheats well. Definitely a winner!

  6. 4 stars
    I made this a couple nights ago and felt it lacked a little flavor. I recommend adding a half medium onion, chopped and sauted in butter. I will probably omit using Ritz crackers next time. I felt it added sweetness to the dish. I recommend using sharp cheddar cheese.

  7. 5 stars
    This is probably my favorite macaroni and cheese. I think the secret is in rinsing the pasta after you cook it. However I’m not a fan of the gruyere cheese so I use all cheddar. My new go to recipe for mac & cheese. As I do in all of my mac & cheese recipes I add garlic salt and onion salt

  8. Hi This sounds delicious. Is the Parmesan cheese in the mac and cheese mixture or just in the crumb topping? Thank you.

  9. 5 stars
    Love! Possibly my new go-to mac and cheese recipe, especially for special occasions! I find myself bouncing around and trying various mac and cheese recipes and sometimes being disappointed but this one has the perfect pasta to sauce ratio, I love the gruyere in it. It is simple/not complicated but feels fancy and delicious. I will note that it took me longer than 15-min of prep before popping it into the oven! Can’t wait to share this one with friends.

  10. Maria,

    I have a question….Im guilty of buying shredded cheese, how many blocks of cheese do i need for each of the three cheeses will i need or do i go by weight of the brick?

    I cant wait to try this recipe…Thanks!

  11. 5 stars
    It really is the best mac and cheese recipe. Everyone wants the recipe after they try it.
    If you read the recommendations you can’t go wrong.
    This is the most requested casserole at our gatherings

  12. Hi Maria,
    Can I make this ahead of time for Thanksgiving? If so what are your suggestions on fully baking and then reheating in the oven or just prepare ahead and cook later?
    Thanks and Happy Thanksgiving!

    1. You can bake it, let it cool, cover, and place in the fridge. Reheat in the oven, covered with aluminum foil until heated through.

  13. 5 stars
    5 stars here! Perfect for a crowd. I made this for 10 people as a side dish for Thanksgiving. We had plenty with leftovers. I made the recipe exactly as written. I put it all together the week before, froze it, then took it out of the freezer the day before and baked on Thanksgiving Day. Delicious!

  14. 5 stars
    I have made this recipe about six times now – it has become our go to mac & cheese recipe. My kids are huge fans, and it’s a hit with all of us! Thanks for what is now a staple in our house!