Classic baked macaroni and cheese is the ultimate comfort food. So cozy, cheesy and delicious!

baked macaroni and cheese on plates with forks

I have yet to meet anyone who dislikes macaroni and cheese. Maybe we don’t all love the shortcut stuff from the blue box, but I don’t know anyone who can resist homemade macaroni and cheese with it’s rich creamy texture and super cheesy flavor. I certainly can’t!

This is a classic baked macaroni cheese recipe with a crispy breadcrumb topping. It’s basically a casserole, and perfect for feeding a crowd or making ahead of time. You may also want to try my easiest stovetop macaroni and cheese recipe, it’s also delicious!

baked macaroni and cheese ingredients

Ingredients you’ll need

Here’s everything you’ll need to make this baked macaroni and cheese (full recipe below):

  • Butter
  • All-purpose flour
  • Whole milk (you can use a lower % milk, but the sauce will be less rich and flavorful)
  • Medium or sharp cheddar cheese
  • Parmesan cheese
  • Elbow macaroni, or any short noodle
  • Bread crumbs (preferably panko style)
  • Mustard powder
  • Paprika
  • Salt and pepper

cooked noodles, and making cheese sauce

How to make baked macaroni and cheese

1. Make cheesy sauce. Melt butter in large saucepan and whisk butter to make a roux. Whisk in milk slowly until incorporated. Add seasonings and cook over medium heat until warm and thick. Stir in cheddar cheese until melted and smooth.

2. Cook macaroni noodles. In a pot of salted water, cook macaroni (or noodle of choice) until just barely “al dente”, which means it’s cooked but still firm and has some bite to it. Since this casserole bakes more in the oven, you don’t want to overcook the noodles. Drain.

3. Combine topping ingredients. While sauce and noodles are cooking, mix the breadcrumbs, cheddar cheese, parmesan cheese and melted butter to make a crumbly mixture.

noodles in cheese sauce and making crispy topping

4. Assemble. Add drained pasta to the cheese sauce, then dump into a large greased casserole dish (9×13-inch deep dish or similar). Sprinkle evenly with the topping mixture.

5. Bake. Bake at 375°F for about 30 minutes until topping is golden brown and sauce is bubbly.

Then, enjoy! I know you will.

adding topping to macaroni and cheese

Baked macaroni and cheese FAQs

  • Can this dish be made ahead? Yes! Baked mac and cheese is the perfect make-ahead dish for parties, potlucks and busy weeknights. Prepare the macaroni and cheese completely, then cover with foil and refrigerate for up to 5 days. Bake covered for 45 minutes to 1 hour until sauce bubbles, uncovering for the last 20 minutes or so to brown the topping. Note: making this dish ahead of time gives the pasta more time to absorb the sauce, resulting in a thicker macaroni and cheese. If you want it saucy, it’s best to bake it right away or reduce the pasta amount to 12 ounces instead of 1 lb.
  • Can I use pre-shredded cheese? Store-bought shredded cheese has additives to keep it from clumping, which prevent the cheese from melting well. I highly recommend buying a block of cheese and shredding it yourself. I like to use my food processor when I have to shred large quantities of cheese.
  • Can I use other cheeses besides cheddar? Absolutely! I love the simplicity (and affordability) of using medium or sharp cheddar in this recipe, but feel free to use a combo of cheeses such as gruyere, havarti, gouda, or mozzarella. You can use almost any cheese in this recipe, but if you want to use a strong cheese like bleu cheese or goat cheese, use a combination with another milder cheese.
  • What is the best way to reheat macaroni and cheese? Mac and cheese does not reheat well! The noodles absorb all of the sauce and the dish gets kind of lumpy. To combat that, stir in a tablespoon or 2 of milk into the mac and cheese before reheating in the microwave or stovetop. The crumbly topping in this recipes makes it a little tricky, but I’ve found you can push the top layer to the side and thin out the noodles underneath.

baked macaroni and cheese in baking dish with spoon

More cozy pasta recipes to try

These pasta dishes are also satisfying and full of delicious flavor!

closeup of baked macaroni and cheese on a plate

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This recipe was originally published January 2016, and was sponsored by Go Bold with Butter.

baked macaroni and cheese in baking dish with spoon
5 from 1 review

Classic Baked Macaroni and Cheese

Servings: 10 servings
Prep Time: 20 minutes
Cook Time: 30 minutes
Total Time: 50 minutes
Classic baked macaroni and cheese is the ultimate comfort food and is the perfect dish for a cold winter night – or anytime, really.


For the macaroni:

  • 6 tablespoons butter
  • 6 tablespoons all-purpose flour
  • 5 cups whole milk
  • 1-2 teaspoons salt , plus more to taste
  • ½ teaspoon black pepper
  • 2 teaspoons mustard powder
  • ½ teaspoon paprika
  • 1 lb sharp cheddar cheese , shredded (about 6 cups)
  • 1 lb elbow macaroni

For the topping:

  • ¼ cup butter , melted
  • 2 cups panko style bread crumbs
  • ½ cup sharp cheddar cheese , shredded (from the 1lb cheese above)
  • ½ cup parmesan cheese , shredded


  • Preheat oven to 375°F. Butter large casserole dish.
  • Melt butter in large saucepan. Add flour and whisk until it forms a thick paste. Add milk a little at a time while whisking continuously to form a sauce.
  • Add salt, pepper, mustard, paprika and cheddar cheese (reserving ½ cup of cheese for topping) and whisk until cheese is melted and sauce is smooth. Taste and adjust seasonings as needed.
  • Bring large pot of salted water to boil. Add pasta and cook until al dente. Drain and add pasta to the cheese sauce, stirring until well coated.
  • Dump pasta and sauce into prepared casserole dish.
  • For the topping, combine melted butter, bread crumbs, remaining cheddar cheese and parmesan cheese in medium bowl until mixed thoroughly. Sprinkle on top of pasta.
  • Bake until topping is golden brown and sauce is bubbly, about 30-35 minutes.
Calories: 612kcal, Carbohydrates: 53g, Protein: 25g, Fat: 33g, Saturated Fat: 20g, Trans Fat: 1g, Cholesterol: 93mg, Sodium: 838mg, Potassium: 350mg, Fiber: 2g, Sugar: 8g, Vitamin A: 1093IU, Vitamin C: 1mg, Calcium: 562mg, Iron: 2mg
Cuisine: American
Course: Main Course
Author: Annalise
Have you tried this recipe?I’d love to hear about it! Leave a rating and review below, or take a photo and tag it on Instagram @completelydelicious with #completelydelicious.

Disclosure: This recipe was made with Real® Butter in partnership with the American Butter Institute. Thank you for supporting partnerships with brands and campaigns I believe in, which make it easier for me to bring you new and creative content. All opinions are always my own. To see all of the recipes I have created for Go Bold with Butter, click here.