There’s nothing quite like the golden, bubbly goodness of homemade baked mac and cheese. This timeless dish combines tender pasta, a luxuriously creamy cheese sauce, and a crispy breadcrumb topping for the ultimate comfort food experience.
Whether you’re hosting a family dinner, craving a cozy night in, or need a crowd-pleasing side for your next gathering, this baked mac and cheese recipe delivers rich flavor and indulgent texture in every bite.
Follow this step-by-step guide to create a foolproof version that’s sure to become a staple in your kitchen.

Ingredients You’ll Need
- 16 oz. elbow macaroni (or cavatappi, shells, or penne)
- 4 tablespoons unsalted butter
- ¼ cup all-purpose flour
- 3 cups whole milk (warmed to room temperature)
- 1 cup heavy cream
- 3 cups shredded sharp cheddar cheese
- 2 cups shredded Gruyère or Monterey Jack cheese
- 1 teaspoon garlic powder
- 1 teaspoon smoked paprika
- ½ teaspoon ground mustard (optional, for tang)
- 1 teaspoon kosher salt (plus more for pasta water)
- ½ teaspoon black pepper
- 1 ½ cups panko breadcrumbs
- 2 tablespoons grated Parmesan cheese
- 2 tablespoons olive oil or melted butter (for breadcrumb topping)
- Optional add-ins: cooked bacon, diced jalapeños, or sautéed onions
Step-by-Step Instructions

1. Preheat the Oven and Prep the Dish
Preheat your oven to 375°F (190°C). Lightly grease a 9×13-inch baking dish with butter or nonstick spray.
2. Cook the Pasta
Bring a large pot of salted water to a rolling boil. Add the elbow macaroni and cook for 6–7 minutes, or until just al dente (the pasta will finish cooking in the oven). Drain the pasta, rinse it under cold water to stop the cooking process, and set it aside.

3. Make the Cheese Sauce
Melt the butter in a large saucepan or Dutch oven over medium heat. Whisk in the flour and cook for 1–2 minutes to form a golden roux, stirring constantly to prevent burning.
Gradually pour in the warm milk and heavy cream while whisking continuously to eliminate lumps. Bring the mixture to a gentle simmer and cook for 3–4 minutes until it thickens enough to coat the back of a spoon.
4. Add Seasonings and Cheese
Reduce the heat to low. Stir in the garlic powder, smoked paprika, ground mustard (if using), salt, and pepper.
Gradually add the shredded cheddar and Gruyère cheeses, one handful at a time, stirring until each addition melts completely. Remove the saucepan from the heat once the sauce is smooth and velvety.

5. Combine Pasta and Sauce
Add the cooked macaroni to the cheese sauce, tossing until every noodle is evenly coated. For extra creaminess, let the mixture sit off the heat for 2–3 minutes to allow the pasta to absorb some of the sauce.

6. Prepare the Breadcrumb Topping
In a small bowl, mix the panko breadcrumbs, Parmesan cheese, and olive oil (or melted butter) until the crumbs are lightly coated.

7. Assemble and Bake
Pour the mac and cheese into the prepared baking dish and spread it evenly.
Sprinkle the breadcrumb mixture over the top in an even layer. Bake for 25–30 minutes, or until the topping is golden brown and the edges are bubbly.

8. Rest and Serve
Let the baked mac and cheese rest for 5–10 minutes before serving. This allows the sauce to thicken slightly and makes slicing easier.
Expert Tips for the Best Baked Mac and Cheese
For baked mac and cheese that’s rich, creamy, and perfectly golden on top, a few simple tips go a long way. First, grate your own cheese. Pre-shredded varieties often contain anti-caking agents that prevent smooth melting and can lead to a grainy texture. Using block cheese ensures a velvety sauce.
Next, warm the milk before adding it to the roux — cold milk can cause the sauce to seize or separate. Just a quick zap in the microwave for 30 to 60 seconds will do the trick. To avoid a dry or overly firm dish, don’t overbake.
Pull it from the oven when the top is browned and crisp, but the center is still creamy.
You can also customize the flavor to make it your own — try a splash of hot sauce for heat, a touch of nutmeg for warmth, or even a topping of crispy bacon. Feeding a crowd? Double the recipe using a larger baking dish, and just add 5 to 10 minutes to the bake time.
Why This Baked Mac and Cheese Stands Out
This recipe hits that sweet spot between comfort food and a dish with real depth. The cheese blend of sharp cheddar and Gruyère delivers a rich, tangy flavor that’s both bold and balanced. The roux-based sauce gives it that ultra-smooth, creamy consistency that clings beautifully to every bite of pasta.
What really sets it apart, though, is the buttery panko breadcrumb topping, which adds a golden crunch that plays perfectly against the tender noodles and gooey cheese. Baking it allows all the flavors to come together and gives the dish its irresistible, slightly crisp finish.
What to Serve with Baked Mac and Cheese
This is a standout dish on its own, but it also shines as part of a larger meal. For classic comfort sides, try it with garlic green beans, roasted Brussels sprouts, or a crisp garden salad to balance the richness. If you want to serve it as part of a heartier spread, it pairs perfectly with protein mains like fried chicken, smoked brisket, or glazed ham.
And for the holidays, it’s right at home on the table with Thanksgiving or Christmas favorites — think roasted turkey, mashed potatoes, stuffing, and cranberry sauce. It’s a crowd-pleaser wherever it shows up.
Frequently Asked Questions
Can I make this gluten-free?
Yes! Substitute gluten-free pasta and use a 1:1 gluten-free flour blend for the roux.
How do I prevent the sauce from becoming grainy?
Use freshly grated cheese, avoid overheating the sauce, and stir constantly while melting the cheese.
Can I use different cheeses?
Absolutely! Try Gouda for smokiness, Fontina for stretchiness, or pepper Jack for heat.
Is there a vegan version?
Swap butter for vegan butter, use plant-based milk and cream, and opt for dairy-free cheese shreds.
Meta Description
Indulge in this creamy baked mac and cheese recipe with a crispy breadcrumb topping — perfect for family dinners, holidays, or cozy nights in.