Baked Mac and Cheese Recipe
Mac and cheese recipe with a silky from-scratch cheddar sauce and a golden panko top, baked until bubbling. The creamy classic kids ask for by name.

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Mac and cheese is the one dinner nobody in my house negotiates about, and this mac and cheese recipe is the stovetop-then-baked kind: a silky cheddar sauce built on a butter and flour roux, tossed with elbows, then baked under buttered panko until the top goes crackly and the edges bubble up the sides of the pan.
The roux is the whole game. Cooking equal parts butter and flour together for a minute before the milk goes in gets rid of the pasty raw-flour taste and gives the sauce enough body to cling to every noodle. Then the heat comes down before the cheese goes in, because cheddar is emulsified with heat and it will break into a greasy, grainy mess if it hits a boil. Low and slow, a handful at a time.
One small habit saves this dish every time: pull the pasta about two minutes shy of al dente. It keeps soaking up sauce in the oven, and undercooked elbows come out of the bake tender instead of blown out and mushy.
Why You’ll Love This Mac and Cheese Recipe
- A genuinely creamy sauce. Butter, flour, and whole milk build a base that stays smooth instead of separating into oil and curds.
- Two textures in one dish. Buttered panko on top gives you crunch against all that soft cheesy pasta underneath.
- Sharp cheddar plus gruyere. Cheddar brings the tang everyone recognizes and gruyere melts like a dream, so the sauce tastes like more than one note.
- Cheap enough for a Tuesday. A pound of pasta and two blocks of cheese feed 8 people, and everything on the list is standard grocery store stock.
Mac and Cheese Ingredients
Buy blocks of cheese and shred them yourself. Bagged shredded cheese is coated in potato starch or cellulose so it won’t clump in the bag, and that same coating is what turns a smooth cheese sauce gritty.
- 1 lb elbow macaroni
- 1/2 cup butter (8 tbsp)
- 1/2 cup all-purpose flour
- 5 cups whole milk, warmed
- 1 1/2 tsp salt
- 1/2 tsp black pepper
- 1 tsp mustard powder
- 1/2 tsp garlic powder
- 1/4 tsp cayenne pepper (optional)
- 4 cups shredded sharp cheddar (16 oz block), divided
- 2 cups shredded gruyere (8 oz block)
- 1 cup panko breadcrumbs
- 2 tbsp butter, melted, for the topping

Recipe Variations
- Skip the panko topping and bake it plain if your family prefers an all-soft pan. Add the last cup of cheddar on top instead and bake 20 minutes.
- Swap the gruyere for monterey jack or fontina. Both melt smoothly and cost less, though you’ll lose a little of that nutty flavor.
- Stir in a cup of chopped cooked bacon or a cup of steamed broccoli florets before the pasta goes in the baking dish.
How to Make Mac and Cheese
- Cook the pasta short: Bring a large pot of salted water to a boil and cook the elbow macaroni 2 minutes less than the package directions, so it’s still firm in the center. Drain and set aside.
- Make the roux: Melt the 1/2 cup butter in a large pot or Dutch oven over medium heat. Whisk in the flour and keep whisking for 1 minute, until the mixture looks like wet sand and smells slightly nutty.
- Build the sauce: Pour in about 1 cup of the warm milk and whisk hard until it’s smooth, then add the rest in a steady stream. Cook for 5-6 minutes, whisking often, until the sauce coats the back of a spoon and leaves a clear line when you swipe a finger through it.
- Season and melt in the cheese: Stir in the salt, pepper, mustard powder, garlic powder, and cayenne if using. Turn the heat to low and add 3 cups of the cheddar and all the gruyere a handful at a time, stirring until each addition disappears before adding more.
- Combine: Add the drained macaroni to the pot and fold until every noodle is coated. Spread it into a greased 9×13 baking dish and scatter the remaining 1 cup of cheddar over the top.
- Add the panko top: Toss the panko with the 2 tablespoons melted butter in a small bowl until the crumbs look damp, then sprinkle them evenly over the cheese.
- Bake: Bake at 350°F for 20-25 minutes, until the edges bubble and the panko is deep golden. Let it stand 5 minutes before scooping so the sauce sets up.

Recipe FAQs
Why Did My Cheese Sauce Turn Grainy?
The heat was too high when the cheese went in. Cheddar breaks above a simmer. Drop the burner to low, add the cheese in handfuls, and stir until each one melts before the next goes in.
Can I Make This Mac and Cheese Recipe Ahead of Time?
Yes. Assemble it through the panko step, cover, and refrigerate up to 2 days. Bake it cold from the fridge and add 10-15 minutes, until the center is hot and bubbling.
Can I Use Milk Other Than Whole?
2% works and gives you a slightly thinner sauce. Skim doesn’t have enough fat to carry the cheese and tends to break, so use half-and-half or evaporated milk if that’s all you have.
Do I Have to Bake It?
No. Stop after the cheese melts in and serve it straight from the pot as stovetop mac. The baking step is what gives you the browned top and firmer scoops.
What’s the Best Cheese for Mac and Cheese?
Sharp cheddar for flavor plus a good melting cheese like gruyere, fontina, or monterey jack for texture. Aged cheeses taste great but melt poorly on their own, so pair them.

Cooking Tips
- Warm the milk before it hits the roux. Cold milk seizes the flour paste and you’ll spend five minutes whisking out lumps that never had to form.
- Taste the sauce before the pasta goes in. It should taste slightly too salty on its own, because a pound of unsalted noodles is about to dilute it.
- Don’t skip the mustard powder. You won’t taste mustard in the finished dish, but it sharpens the cheddar and keeps the sauce from tasting flat and heavy.

Storage and Freezing
To store: Refrigerate leftovers in an airtight container for up to 4 days.
To freeze: It freezes better than most cream sauces because the roux holds it together, up to 2 months. The texture is slightly looser after thawing, and the panko top goes soft, so add fresh crumbs before reheating.
To reheat: Warm portions in a covered dish at 350°F for 15-20 minutes with a splash of milk stirred in, or microwave with a tablespoon of milk and stir halfway through.

How to Serve Mac and Cheese
Mac and Cheese pulls double duty as dinner or a side. Serve it as a main with a crisp green salad and roasted broccoli to cut the richness, or set it next to barbecue chicken, pulled pork, or a holiday ham. A pan of it disappears fastest at a potluck, so bring a big spoon.
Loved This Recipe?
Mac and Cheese made from scratch takes about an hour, and one bite of that golden crackly top explains where the hour went.
Leave a star rating in the comments below, it helps other people find this recipe. Made it? Tag @allwellfed on Instagram, I love seeing this one in other people’s kitchens.

Baked Mac and Cheese
Ingredients
- 1 lb elbow macaroni
- 1/2 cup butter 8 tbsp
- 1/2 cup all-purpose flour
- 5 cups whole milk warmed
- 1 1/2 tsp salt
- 1/2 tsp black pepper
- 1 tsp mustard powder
- 1/2 tsp garlic powder
- 1/4 tsp cayenne pepper optional
- 4 cups shredded sharp cheddar 16 oz block, divided
- 2 cups shredded gruyere 8 oz block
- 1 cup panko breadcrumbs
- 2 tbsp butter melted, for the topping
Instructions
- Cook the pasta short: Bring a large pot of salted water to a boil and cook the elbow macaroni 2 minutes less than the package directions, so it’s still firm in the center. Drain and set aside.
- Make the roux: Melt the 1/2 cup butter in a large pot or Dutch oven over medium heat. Whisk in the flour and keep whisking for 1 minute, until the mixture looks like wet sand and smells slightly nutty.
- Build the sauce: Pour in about 1 cup of the warm milk and whisk hard until it’s smooth, then add the rest in a steady stream. Cook for 5-6 minutes, whisking often, until the sauce coats the back of a spoon and leaves a clear line when you swipe a finger through it.
- Season and melt in the cheese: Stir in the salt, pepper, mustard powder, garlic powder, and cayenne if using. Turn the heat to low and add 3 cups of the cheddar and all the gruyere a handful at a time, stirring until each addition disappears before adding more.
- Combine: Add the drained macaroni to the pot and fold until every noodle is coated. Spread it into a greased 9×13 baking dish and scatter the remaining 1 cup of cheddar over the top.
- Add the panko top: Toss the panko with the 2 tablespoons melted butter in a small bowl until the crumbs look damp, then sprinkle them evenly over the cheese.
- Bake: Bake at 350°F for 20-25 minutes, until the edges bubble and the panko is deep golden. Let it stand 5 minutes before scooping so the sauce sets up.

