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4.78 from 9 votes

Baked Mac and Cheese

Recipe from Two Peas and Their Pod

This Is the ultimate comfort food and easy to make at home!
Prep Time15 mins
Cook Time30 mins
Total Time45 mins
Course: Main Course
Cuisine: American
Servings: 12
Calories: 592kcal


For the mac and cheese:

  • 1 lb large elbow macaroni
  • 6 tablespoons unsalted butter, cut into small cubes
  • 1/3 cup all-purpose flour
  • 4 cups whole milk
  • 3 cups shredded cheddar cheese
  • 2 cups shredded Gruyere cheese
  • 1 teaspoon dry mustard
  • 1 teaspoon kosher salt
  • 1/4 teaspoon black pepper

For the topping:

  • 4 tablespoons unsalted butter
  • 1 cup panko crumbs
  • 1 cup roughly crushed crackers, saltine or Ritz
  • 1/3 cup grated Parmesan cheese
  • 1 cup shredded cheddar cheese


  • Preheat oven to 350 degrees F. Grease a 9x13-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.


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