Classic Baked Mac and Cheese

A creamy, golden baked mac and cheese with a crunchy panko topping that has become a family favorite for weeknight dinners and potlucks.

This creamy baked mac and cheese has been a family staple for as long as I can remember. I first put this combination together on a rainy Sunday when I needed something familiar and comforting that would feed a crowd. The result was exactly what I hoped for a warm, cheesy interior with a crisp golden topping that every family member, from the youngest to the oldest, asked for seconds of. It is simple enough for weeknight cooking and special enough for a holiday side dish.
I discovered the balance of richness and texture when I added a light panko crust to the classic stovetop cheese sauce. The sauce is made with whole milk for a silkier mouthfeel and sharp cheddar for a bright, tangy finish. The pasta stays al dente under the bake so the dish never becomes gluey. Over the years I have learned little tricks that improve the final result, such as tempering the milk carefully and finishing the sauce off the heat to avoid breaking the cheese.
Why You'll Love This Recipe
- The dish is ready in about 45 minutes from start to finish, making it ideal for busy weeknights when you want comfort food without fuss.
- It uses pantry friendly staples like elbow macaroni, all-purpose flour, and panko bread crumbs so you can pull it together anytime.
- The sauce is velvety thanks to whole milk and a classic roux, and sharp cheddar gives the bite that keeps it interesting rather than overly rich.
- Make ahead friendly so you can assemble, chill, and bake later; it is also freezer friendly for up to three months when wrapped carefully.
- Customizable with add ins like cooked bacon or roasted vegetables to suit family tastes and dietary needs.
My family always lights up when this comes out of the oven. I love that it pairs equally well with roasted chicken for a full meal or a simple green salad when I want something lighter. It is one of those dishes that makes people feel taken care of in the best way.
Ingredients
- Elbow macaroni: Use 8 ounces of dry elbow macaroni. Look for a good quality brand that cooks evenly, such as Barilla or De Cecco. The shape holds sauce well and gives that classic texture.
- Sharp cheddar cheese: Two cups shredded, about 8 ounces. Buy a block and shred it yourself for the best melt and flavor. Avoid pre shredded cheese if possible because it often contains anti clumping agents that affect melt quality.
- Whole milk: Two cups. Whole milk provides creaminess and body without the heaviness of cream, and it blends smoothly with the roux.
- Unsalted butter: Four tablespoons. Start with unsalted so you can control seasoning. Use European style butter for a richer flavor when available.
- All purpose flour: Two tablespoons. This makes the roux that thickens the sauce. Measure carefully to avoid a gummy sauce.
- Panko bread crumbs: One cup for a light, crunchy topping. Panko browns more evenly and stays crisp longer than regular breadcrumbs.
Instructions
Cook the pasta:Bring a large pot of salted water to a rolling boil. Add 8 ounces of elbow macaroni and cook until al dente, about 7 to 8 minutes depending on the brand. Test a piece at the earlier end of the time so the pasta remains slightly firm. Drain and return to the pot off the heat so it does not continue to steam and soften.Make the roux:In a medium saucepan over medium heat melt 4 tablespoons of unsalted butter until it is foamy but not browned. Sprinkle in 2 tablespoons of all purpose flour and whisk constantly to form a smooth paste. Cook for about 1 minute while watching the color to keep it pale. This step cooks out the raw flour taste and gives a silkier finish.Add milk and thicken:Gradually pour in 2 cups of whole milk while whisking constantly to avoid lumps. Bring to a gentle simmer, whisking, until the mixture thickens and coats the back of a spoon, about 4 to 6 minutes. If it becomes too thick, reduce heat and stir in a tablespoon of milk to loosen.Finish with cheese:Remove the saucepan from the heat and stir in 2 cups shredded sharp cheddar a handful at a time until fully melted. Stir in salt and freshly ground black pepper to taste. Give the sauce a final whisk to make it glossy. Avoid returning to high heat once the cheese is added to prevent separation.Combine and assemble:Pour the cheese sauce over the drained macaroni and fold gently until every piece is coated. Transfer to a lightly greased 9 by 9 inch baking dish. Sprinkle one cup of panko bread crumbs evenly over the top. Dot with a tablespoon of melted butter if you want extra golden color.Bake until golden:Preheat the oven to 350 degrees Fahrenheit. Bake 20 to 25 minutes until the topping is golden and the edges are bubbling. Let rest for 5 minutes before serving to set slightly and make it easier to portion.
You Must Know
- This is higher in calories and fat due to whole milk and cheddar, so a modest portion is a satisfying meal for most adults.
- It freezes well for up to three months. Cool completely, cover tightly with plastic wrap and foil, and thaw in the refrigerator overnight before reheating.
- To reheat, bake at 325 degrees Fahrenheit until warm throughout, covering with foil to avoid over browning the top.
- The dish is not gluten free because of pasta, flour, and panko, but you can substitute gluten free pasta and gluten free breadcrumbs to adapt it.
My favorite part of this dish is how reliably it gathers people around the table. I have brought this to potlucks where it disappeared quickly. The crunchy panko topping became a talking point the first time I used it, and now guests expect that contrast between silky cheese and crisp topping. It is a comfort dish that also feels a little elevated because of that texture play.
Storage Tips
Store leftovers in an airtight container in the refrigerator for up to four days. For freezing, cool completely and place in a freezer friendly container or wrap the baking dish tightly with plastic wrap and foil. When you are ready to eat, thaw overnight in the refrigerator and reheat in the oven at 325 degrees Fahrenheit until warmed through. Avoid the microwave for large portions as it can make the cheese sauce separate or become grainy; for single serves, the microwave is fine if you stir halfway through heating.
Ingredient Substitutions
If you want to reduce fat, swap one cup of whole milk for one cup of low fat milk and use a mix of sharp cheddar and a reduced fat cheese. For a deeper flavor, replace half the cheddar with Gruyere or a bit of smoked cheddar. Gluten free pasta and gluten free panko make a simple adaptation for those avoiding gluten. For a crunchy topping with more flavor, mix panko with a tablespoon of grated Parmesan and a teaspoon of paprika.
Serving Suggestions
Serve this with a bright green salad dressed with lemon and olive oil to cut through the richness. Roast a simple lemon herb chicken and spoon mac and cheese alongside for a classic family meal. For a weeknight meal, steamed green beans and a glass of crisp white wine balance the creamy texture. Garnish with chopped chives or parsley for color and a mild fresh note.
Cultural Background
Macaroni and cheese is rooted in both European and American traditions and has long been a symbol of comfort. Variations exist around the world from baked versions to creamy stove top styles. In the United States it became a staple of family tables and community gatherings, celebrated for its simplicity and ability to satisfy. This version blends classic French technique for a roux with American preference for sharp cheddar to create a balancing act of technique and approachability.
Seasonal Adaptations
In fall and winter, stir in roasted squash or caramelized onions for an autumnal twist. In spring and summer, add blanched peas and a squeeze of lemon to brighten the dish. You can fold in roasted tomatoes and basil for a fresh summer variation. For holidays, add a sprinkle of nutmeg to the sauce and a crisp bacon crumble on top for something celebratory.
Meal Prep Tips
Assemble the dish up to a day ahead and refrigerate uncovered for the last 30 minutes before baking so the topping can dry slightly. For make ahead dinners, prepare the sauce and pasta separately and combine just before baking to keep textures optimal. Portion into individual oven proof dishes for grab and go meals that reheat evenly.
This classic baked mac and cheese is a dependable crowd pleaser that is easy to make and simple to adapt. It brings people together and rewards a little attention with big flavor.
Pro Tips
Shred cheese from a block for better melt and flavor compared to pre shredded varieties.
Temper the milk into the roux gradually while whisking to avoid lumps.
Let the baked dish rest for 5 minutes after removing from the oven to set and make serving easier.
If the sauce is too thick, thin with a tablespoon of milk at a time until you reach the desired consistency.
This nourishing classic baked mac and cheese recipe is sure to be a staple in your kitchen. Enjoy every moist, high protein slice — it is perfect for breakfast or as a wholesome snack any time.
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Classic Baked Mac and Cheese
This Classic Baked Mac and Cheese recipe makes perfectly juicy, tender, and flavorful steak every time! Serve with potatoes and a side salad for an unforgettable dinner in under 30 minutes.

Ingredients
Pasta
Cheese Sauce
Topping
Instructions
Cook the pasta
Bring a large pot of salted water to a boil and cook 8 ounces of elbow macaroni until al dente, about 7 to 8 minutes. Drain and set aside.
Make the roux
Melt 4 tablespoons unsalted butter in a medium saucepan over medium heat. Whisk in 2 tablespoons all purpose flour and cook for about 1 minute to remove raw flour taste.
Add milk and thicken
Gradually whisk in 2 cups whole milk and simmer until the mixture thickens and coats the back of a spoon, about 4 to 6 minutes.
Add cheese
Remove from heat and stir in 2 cups shredded sharp cheddar until melted and smooth. Season with salt and pepper to taste.
Combine and bake
Mix the cooked macaroni into the cheese sauce, transfer to a greased 9 by 9 inch baking dish, top with 1 cup panko bread crumbs, and bake at 350 degrees Fahrenheit for 20 to 25 minutes until golden and bubbly.
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Comments (1)
This recipe looks amazing! Can't wait to try it.
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