This baked macaroni and cheese is so creamy and utterly homemade and honest-to-goodness soul food, that there’s no reason to eat the stuff in the blue box from Kraft. Not when the real deal is so easy to make from scratch.

You’re going to want to use a Cheddar cheese with character and brio. You know, the sort of hauntingly sharp Cheddar from someplace where they know what they’re doing. Like England, Vermont, or Wisconsin. And you’re not going to want to forget those satiatingly buttery bread crumbs sprinkled on top.

david caricature

Why Our Testers Loved This

The creamy, cheesy goodness of this baked macaroni and cheese with bread crumbs stole the hearts of our testers. They adored the crispy buttered bread crumbs on top and the creamy texture that this indulgent pasta had.

What You’ll Need to Make This

Ingredients for baked macaroni and cheese, including pasta, Cheddar cheese, panko, nutmeg, and butter.
  • Pasta–Macaroni is the classic pasta shape for this dish, but any small tube-shaped pasta will work.
  • Milk–Use whole milk to ensure a rich, creamy sauce.
  • Cheese–This recipe uses a combination of extra-sharp Cheddar and Parmesan. Always use full-fat cheese, and grate it yourself. Pre-shredded cheese does not melt well.
  • Panko–Panko is Japanese-style bread crumbs. It’s larger and coarser than plain bread crumbs and offers a nice crunch to the dish. It’s widely available at most supermarkets. You can also use plain dried bread crumbs, if you prefer.

How to Make This Recipe

A man's hand pouring elbow macaroni into a pot of boiling water; a man's hand stirring panko, butter, and parmesan cheese in a pot.
  1. Add pasta to boiling salted water and cook until barely al dente. Drain, return the pasta to the pot, and set aside.
  2. Meanwhile, melt 1 to 2 tablespoons butter in a saucepan, then stir in the breadcrumbs and season to taste. Scrape into a bowl and set aside.
A man's hand stirring flour and melted butter in a pot; a man's hand pouring milk into a pot of melted butter and flour.
  1. Melt 3 tablespoons butter for the cheese sauce in a saucepan. Sprinkle in the flour and cook, whisking, for 2 minutes.
  2. Whisk in the milk slowly.
A man's hand holding a spoon over a pot of bechamel sauce; a man's hand whisking cheese into a pot of bechamel sauce.
  1. Cook the béchamel, whisking constantly, until the sauce is smooth and coats the back of a spoon. Remove the pan from the heat and stir in the salt, pepper, mustard, and nutmeg.
  2. Whisk in 2 1/2 cups Cheddar and 1/4 cup Parmesan.
A pot of macaroni and cheese; a man's hand sprinkling panko breadcrumbs on a pan of mac and cheese.
  1. Pour the cheese sauce over the pasta and stir to combine.
  2. Spoon the mac and cheese into a cast iron skillet or a baking dish and top with the remaining Cheddar and Parmesan. Sprinkle with the crispy panko and bake until bubbly and golden brown on top.
A spoon full of baked macaroni and cheese on a black background.

Common Questions

Can I add anything to my mac and cheese?

Definitely. See my list of suggestions below for ways to amp up your creamy pasta. I love it with the addition of bacon or chorizo, but there are some great economical options to help stretch the meal, as well.

What should I serve with this?

This hearty baked macaroni and cheese with breadcrumbs is a meal in itself that needs only a simple Italian salad on the side, but if you’re serving the mac and cheese as a side, it’s fantastic alongside crispy fried chicken, homemade meatloaf, or shredded pork.

Can I make this in advance?

You can prepare the recipe through step 9, then cover with plastic wrap and store the unbaked casserole in the fridge for up to 2 days before baking. To keep your topping extra crispy, store it separate from the casserole and add it just before baking. If you’re cooking it directly from the fridge, you may need to add a few extra minutes to the baking time.

How do I avoid grainy cheese sauce?

Always add the cheese to the sauce off the heat and avoid using low-fat or preshredded cheese.

A casserole dish of mac and cheese with a plate with a portion of the pasta.

Mac and Cheese Vocabulary

  • Roux–Pronounced “roo,” is a mixture of equal parts flour and fat that’s a fundamental base to many French sauces. It is made by melting fat, often butter, then whisking in flour to create a paste that is cooked, whisking constantly, to a certain color. The length of time that you cook your roux will determine the flavor. The longer it cooks, the deeper the flavor.
  • Béchamel Sauce–Pronounced “bay-shuh-mel,” is a classic white sauce and is one of the five mother sauces in French cooking. It is made by slowly adding milk to a roux and cooking until smooth and slightly thickened. It’s seasoned with salt and pepper and sometimes also with nutmeg. It’s used as the base for the cheese sauce in this recipe.

Helpful Tips

  • Slightly undercook the pasta because it will continue cooking in the oven and absorb some of that luscious cheese sauce.
  • Store leftover baked mac and cheese in an airtight container in the refrigerator for up to 4 days.
  • To reheat, place the pasta in a baking dish and drizzle it with a couple of tablespoons of milk. Heat in a 350°F oven until warmed through.

Add-ins for this Mac and Cheese

  1. Bacon: A classic addition for smokiness and crunch.
  2. Portuguese chouriço or Spanish chorizo: If you go this route, add a teaspoon or two of smoked paprika.
  3. Lobster: For a luxurious twist.
  4. Grilled chicken: Adds a lean protein.
  5. Hot Dogs: A kid-friendly favorite.
  6. Tuna and peas: Creates a casserole-like dish.

More Creamy Mac and Cheese Recipes

Write a Review

If you make this recipe, or any dish on LC, consider leaving a review, a star rating, and your best photo in the comments below. I love hearing from you.–David

This is a good, simple, straightforward, easy macaroni and cheese recipe. It has plenty of substantial cheesy flavor and comes together quite easily. The buttered bread crumbs on top are great and add a little bit of richness, but I’m sure the dish wouldn’t suffer without them.

I served this with just a simple green salad for an easy weeknight dinner. Still, it’d be appropriate for a barbecue, potluck, or any other occasion that calls for macaroni and cheese.

Kip H.
A plate of macaroni and cheese with a fork on the side.

Baked Macaroni and Cheese

4.85 / 33 votes
This baked macaroni and cheese recipe is the best and easy to make. The bread crumbs on top and creamy comfort food underneath are proof that homemade tastes infinitely better than that store-bought stuff in the blue box. Here’s how to make it.
David Leite
Servings4 to 6 servings
Calories1089 kcal
Prep Time25 minutes
Cook Time35 minutes
Total Time1 hour


  • Coarse salt
  • 1 pound elbow macaroni
  • 4 to 5 tablespoons (2 to 2 1/2 oz) unsalted butter
  • 1/2 cup panko, or coarse fresh or dried bread crumbs
  • 3 tablespoons all-purpose flour
  • 2 1/2 cups whole milk
  • 1 to 1 1/4 teaspoons salt
  • 1/8 teaspoon freshly ground white or black pepper
  • 1/8 to 1/4 teaspoon dry mustard, (optional)
  • A pinch to 1/8 teaspoon freshly grated nutmeg, (optional)
  • 3 cups shredded extra-sharp Cheddar cheese
  • 1/2 cup grated Parmesan or pecorino cheese


  • Preheat the oven to 375°F (190°C).
  • Salt a large pot of water generously, so it tastes like the sea. Bring the water to a boil and then add the macaroni and cook according to the package directions.
  • Melt 1 to 2 tablespoons butter in a small skillet. (Use 2 tablespoons for uber-buttery bread crumbs, 1 tablespoon for swimsuit-season bread crumbs.) Drizzle the butter over the bread crumbs in a bowl and toss to coat. Set aside.
  • Melt 3 tablespoons butter in a medium, heavy saucepan over medium heat. Sprinkle the flour over the butter and whisk until smooth. Cook, whisking constantly, for 2 to 3 minutes.
  • Still whisking vigorously, slowly pour in the milk. If the sauce gets lumpy, don’t worry; just keep whisking until it becomes smooth again. Lower the heat and simmer (yes, still whisking frequently!) until creamy and smooth, 7 to 8 minutes.
  • Add 1 to 1 1/4 teaspoons salt, the pepper, and the mustard and/or nutmeg, if using. Take the pan off the heat and add 2 1/2 cups Cheddar and 1/4 cup Parmesan cheese. Whisk until the cheese is melted and the sauce is smooth. Taste and add more seasonings, if you like.
  • Drain the macaroni and return it to the pot. Dump the sauce on top of the macaroni and toss thoroughly to coat. Turn out the macaroni mixture into a large cast-iron skillet, a 13-by-9-inch baking dish, or another generously sized casserole dish. Sprinkle evenly with the remaining Cheddar and Parmesan.
  • Bake until the crumbs are browned and the macaroni is warmed through, 20 minutes if you're in a hurry or, if you're in no rush and prefer a creamier sauce, up to an hour or so. You will need to cover the dish after 15 minutes or so to prevent the crumbs from browning too much.
  • Let the macaroni and cheese rest at room temperature for about 10 minutes before scooping it out in heaping portions. 


  1. Undercook the pasta–Slightly undercook the pasta because it will continue cooking in the oven and absorb some of that luscious cheese sauce.
  2. Storage–Store leftover baked mac and cheese in an airtight container in the refrigerator for up to 4 days.
  3. Reheating–To reheat, place the pasta in a baking dish and drizzle it with a couple of tablespoons of milk. Heat in a 350°F oven until warmed through.
  4. Mac and cheese add-ins–Add any of the following to your mac and cheese to make it extra special:
    • Bacon: A classic addition for smokiness and crunch.
    • Portuguese chouriço or Spanish chorizo: If you go this route, add a teaspoon or two of smoked paprika.
    • Lobster: For a luxurious twist.
    • Grilled chicken: Adds a lean protein.
    • Hot Dogs: A kid-friendly favorite.
    • Tuna and peas: Creates a casserole-like dish.


Serving: 1 portionCalories: 1089 kcalCarbohydrates: 108 gProtein: 48 gFat: 51 gSaturated Fat: 31 gMonounsaturated Fat: 14 gTrans Fat: 1 gCholesterol: 147 mgSodium: 1617 mgFiber: 4 gSugar: 12 g

Nutrition information is automatically calculated, so should only be used as an approximation.

Tried this recipe?Mention @leitesculinaria or tag #leitesculinaria!
Recipe © 2020 Sur La Table. Photos © 2023 David Leite. All rights reserved.

Recipe Testers’ Reviews

I’m well known for my version of baked macaroni and cheese. As usual, I was asked to bring mac and cheese to our annual neighborhood Labor Day picnic and wanted to see if it was as good as mine. It’s great!

This one isn’t quite as creamy in texture because it uses 1 1/2 cups less milk than my recipe. I like mine swimming in oozy, cheesy goodness, so while this recipe still had plenty of cheesy goodness, it has more of a texture that holds its shape when scooped out of the baking dish with a spoon and doesn’t really ooze.

I don’t think the difference in texture mattered to this experienced group of mac and cheese eaters because, even though I made a double batch, it was the first thing gone from the buffet table at our neighborhood party.

This is hands down, one of the best-baked macaroni and cheese recipes I’ve ever made. The Parmesan cheese added a great umami flavor, and I’ll never make mac and cheese without it now.

This is going into a weekly rotation in our lunch and dinner schedule. To make this a one-pot meal, instead of just a side dish, I added some honeyed ham before baking—it turned out awesome!

This cast iron skillet mac and cheese recipe was fantastic. It’s much better than the boxed mac and cheese and not much more labor-intensive. The buttered panko on top makes this dish. It’s the perfect comfort food.

I remember the first time I had homemade macaroni and cheese. My college roommate, who, truth be told, wasn’t much of a cook, led me into our kitchen, took out a secret recipe card from her mother, and proceeded to make the first macaroni and cheese I’d ever had that didn’t come from a box. It was a revelation, and I haven’t looked back since.

Definitely take the extra time to make the bread crumbs, as it’s worth the effort. I haven’t been able to recreate the macaroni and cheese my roommate made, but I’ll admit, this is the closest I’ve gotten since.

I prepared this easy baked macaroni and cheese recipe earlier in the day for dinner. Because it was pretty cold from the fridge, I baked it for longer than the time specified, and it became creamy and toasty with the bread crumbs.

Everyone was really happy with it. This recipe is economical, as it does make a lot. The first night, I had my husband get some fried chicken to go with it, and the next night, we had grilled steak. Tonight, we will diet.

About David Leite

I count myself lucky to have received three James Beard Awards for my writing as well as for Leite’s Culinaria. My work has also appeared in The New York Times, Martha Stewart Living, Saveur, Bon Appétit, Gourmet, Food & Wine, Yankee, Los Angeles Times, Chicago Tribune, The Washington Post, and more.

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Recipe Rating


  1. 4 stars
    While looking on the Leite’s site for a mac & cheese recipe I decided this one would be the perfect one to make for my neighbor’s small child. It is plain, simple, and cheesy. I opted to use a blend of “colby-jack” as I thought the blend would be more kid-friendly. My little neighbor was thrilled with her very own mac & cheese made just for her!

  2. I’ve made a very close version of baked mac n cheese for years, which is basically the same recipe shared to me by my Aunt way back in the 70’s. However, we use a mix of 2/3 cheddar and 1/3 smoked gouda or edam cheese. Instead of bread crumbs, we crush some cheez-it crackers up for the topping. I think baked is the ONLY way to have mac n cheese because you get that nice custard-like consistency that binds it all together, instead of a cheese soup!

    1. Craig, thanks for sharing your family’s classic! And yes, such a difference between those two approaches…