Ultimate Baked Mac and Cheese | Aioli Recipe
30-MINUTE MEALS! Get the email series now
Aiolirecipe

Ultimate Baked Mac and Cheese

5 from 1 vote
1 Comments
Olivia Bennett
By: Olivia BennettUpdated: Feb 11, 2026
This post may contain affiliate links. Please read our disclosure policy.

Creamy, cheesy baked elbow macaroni topped with a crisp panko crust — a comforting classic that’s simple to make and perfect for weeknights or gatherings.

Ultimate Baked Mac and Cheese

This baked mac and cheese has been a cornerstone of my weeknight cooking for years. I first perfected the balance between a silky cheese sauce and a crunchy golden topping on a rainy Sunday afternoon when I wanted something familiar, quick, and satisfying. The combination of sharp cheddar and a simple butter-and-flour roux gives the sauce body and depth; the panko topping adds texture and keeps the dish from becoming one-note. Every time I bake it, the kitchen fills with a warm, toasty aroma that makes everyone gravitate toward the oven.

I discovered the technique of finishing the mac in the oven to create that irresistible crust after experimenting with stovetop-only versions that, while delicious, lacked contrast. This version hits the sweet spot: creamy pasta underneath, crisp crumbs on top, and enough cheddar tang to keep things interesting without overpowering. It’s forgiving, adaptable, and excellent for feeding hungry family members or bringing to a potluck. I hope it becomes one of your go-to comfort dishes — it certainly is in my house.

Why You'll Love This Recipe

  • Time-efficient: ready in about 45 minutes from start to finish, perfect for busy weeknights when you want homemade comfort without fuss.
  • Accessible ingredients: uses pantry staples — elbow macaroni, sharp cheddar, milk, butter, flour, and panko — no specialty cheeses required.
  • Make-ahead friendly: assemble in advance and bake just before serving to save time while keeping the topping crisp.
  • Crowd-pleasing: familiar, creamy flavor with a crunchy finish; great for kids and adults alike at casual gatherings.
  • Flexible: easy to customize with add-ins like cooked bacon, roasted vegetables, or different cheeses for extra depth.
  • Reliable technique: the roux-based sauce ensures a velvety texture that won’t separate when baked.

On first serving this dish to friends, I remember someone closing their eyes and saying it tasted like classic diner mac and cheese but better — a real compliment. Over the years I’ve made small tweaks, like using panko for extra crunch and stirring the cheese off the heat to avoid graininess. My family’s favorite memory is the time we served this at a laid-back holiday brunch and everyone went back for seconds while discussing which add-ins to try next time.

Ingredients

  • Elbow macaroni (8 oz): Choose a reliable brand like Barilla or store brand with a firm texture; short tubular shapes trap sauce well and hold up in the oven.
  • Sharp cheddar cheese (2 cups, shredded): Grate a block yourself for the best melting quality — pre-shredded cheese often contains anti-caking agents that can affect texture.
  • Whole milk (2 cups): Full-fat milk gives the sauce richness and helps it set properly when baked; you can swap for 2% if needed but expect a slightly thinner mouthfeel.
  • Unsalted butter (4 tbsp): Use unsalted so you can control seasoning; real butter adds flavor depth that margarine won't replicate.
  • All-purpose flour (2 tbsp): Combined with butter to form a roux that thickens the sauce and prevents grainy cheese.
  • Panko bread crumbs (1 cup): Japanese-style panko provides a light, crunchy topping; mix with a tablespoon of melted butter for better browning and adherence.

Instructions

Cook the Pasta:Bring a large pot of water to a rolling boil and generously salt it — it should taste like the sea. Add 8 ounces of elbow macaroni and cook until al dente, roughly 7 to 8 minutes depending on brand. Test a piece a minute early to avoid overcooking. Drain well and set aside in the warm pot so the pasta doesn’t stick, tossing with a teaspoon of butter if desired.Make the Roux:In a medium saucepan set over medium heat, melt 4 tablespoons of unsalted butter until it’s bubbling but not browned, about 1 to 2 minutes. Sprinkle in 2 tablespoons of all-purpose flour and whisk continuously for about 1 minute to cook off the raw flour taste. The mixture should smell nutty and become a smooth paste — this is the foundation for a velvety sauce.Add the Milk:Gradually pour in 2 cups of whole milk while whisking to prevent lumps. Maintain a gentle simmer and continue whisking until the sauce thickens slightly and coats the back of a spoon, about 4 to 6 minutes. If the sauce becomes too thick, add a splash more milk; if too thin, simmer a bit longer while stirring.Add the Cheese:Remove the saucepan from the heat and stir in 2 cups of shredded sharp cheddar a handful at a time, whisking until smooth. Adding cheese off the heat helps avoid graininess. Season with a generous pinch of kosher salt and a few grinds of black pepper, tasting and adjusting as needed. If you like, stir in a teaspoon of Dijon mustard for extra brightness.Combine Pasta and Sauce:Fold the cooked macaroni into the cheese sauce until well coated, ensuring every piece is enveloped. Transfer the mixture to a lightly greased 9x9-inch or similar baking dish, smoothing the top with a spatula. This step ensures even baking and a consistent sauce-to-pasta ratio.Top and Bake:Mix 1 cup of panko breadcrumbs with 1 tablespoon melted butter and sprinkle evenly over the macaroni. Bake in a preheated oven at 350°F (175°C) for 20 to 25 minutes, until the top is golden and the sauce is bubbling at the edges. Let rest for 5 minutes before serving to allow the sauce to set slightly.Baked mac and cheese in a casserole dish

You Must Know

  • Leftovers keep well refrigerated for up to 3 days in an airtight container; reheat gently in the oven at 325°F until warmed through to maintain texture.
  • Dish freezes acceptably for up to 2 months; freeze before baking for best results and add 10 to 15 minutes to baking time from frozen.
  • Using freshly shredded cheese prevents the sauce from becoming grainy because pre-shredded cheese often contains additives that hinder smooth melting.
  • This is a protein-rich comfort dish, but adding vegetables like steamed broccoli or a side salad will balance the meal nutrition-wise.

My favorite part of this dish is the contrast between the creamy interior and the crisp topping — it’s the tension of textures that keeps me coming back. Family gatherings often turn into debates about adding extra spices or swapping panko for crushed crackers; the lively discussion is part of the joy. I’ve learned that small, careful adjustments—like grating cheese fresh or whisking constantly while adding milk—make a measurable difference in the final outcome.

Storage Tips

Cool leftovers quickly and transfer into shallow airtight containers to preserve texture and safety. Refrigerate within two hours and consume within three days. For freezing, portion into freezer-safe dishes and wrap tightly with plastic wrap and foil to avoid freezer burn; label with date. Reheat refrigerated portions in a 325°F oven, covered for the first half to prevent drying, then uncovered to re-crisp the topping. From frozen, thaw overnight in the refrigerator, then bake at 350°F for 30 to 40 minutes, or bake from frozen covered for 40 to 50 minutes until bubbling.

Close up of creamy mac and cheese with crispy topping

Ingredient Substitutions

If you need to modify ingredients, there are straightforward swaps that maintain quality. Replace whole milk with half-and-half for an even richer sauce, or use 2% milk for a lighter version. For a gluten-free option, substitute a 1:1 gluten-free flour blend in the roux and use gluten-free panko. To reduce dairy, use a plant-based milk with a neutral flavor and a dairy-free cheddar alternative, but expect a slightly different mouthfeel. Mixing in 1 cup of Gruyère or Monterey Jack with the cheddar adds complexity and creaminess without overpowering the dish.

Serving Suggestions

Serve this dish as a hearty main with a crisp green salad dressed in vinaigrette to cut the richness. For a dinner side, pair with roasted chicken, baked fish, or barbecued ribs. Garnish with finely chopped chives or parsley for color and a hint of freshness. For brunch, top with a soft-poached egg to add silkiness and extra protein. Toasted breadcrumbs and a light drizzle of browned butter before serving intensifies flavor and adds visual appeal.

Cultural Background

The comfort classic of baked macaroni and cheese traces its lineage to European gratins and early American home cooking, where dairy and pasta were combined into warm, filling dishes. In the United States, it evolved into a beloved staple — adaptable to regional tastes from simple diner-style cheese sauces to gourmet versions with truffle oil or lobster. This version keeps the spirit of home-cooking alive: affordable ingredients, straightforward technique, and comforting flavors that bring people together.

Seasonal Adaptations

In autumn and winter, fold in roasted squash or caramelized onions for earthy sweetness. In spring and summer, stir in blanched asparagus tips or peas and finish with a squeeze of lemon to brighten the profile. Holiday versions can feature mix-ins like cooked pancetta or roasted mushrooms and be topped with toasted pecans or herb-seasoned breadcrumbs for a festive twist. Adjust baking time slightly for added moisture from vegetables.

Meal Prep Tips

For easy weekday dinners, cook the pasta and prepare the sauce in advance; combine and refrigerate for up to 24 hours, then top with breadcrumbs and bake when ready. Portion into individual oven-safe dishes for quick lunches or to freeze single servings. If assembling for later, keep breadcrumbs separate to ensure they remain crisp when baked. Label containers with reheating instructions to make leftovers foolproof for family members.

Making this baked mac and cheese is an invitation to share warmth and simple pleasures at the table. Whether you stick to the classic version or experiment with add-ins, it’s a dish that rewards care and invites conversation. Enjoy crafting your perfect version and passing it on to friends and family.

Pro Tips

  • Grate the cheddar from a block for the best melting and texture.

  • Add cheese off the heat to prevent a grainy sauce due to overheating.

  • Toss panko with a tablespoon of melted butter for even browning and adherence.

  • Salt the pasta water generously — it’s the first chance to flavor the dish.

  • Let the baked dish rest 5 minutes before serving so the sauce sets slightly.

This nourishing ultimate 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.

Tags

Comfort FoodMac and CheeseCheesy PastaDinner RecipesComfort FoodWeeknight Meals
No ratings yet

Ultimate Baked Mac and Cheese

This Ultimate 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.

Servings: 4 steaks
Ultimate Baked Mac and Cheese
Prep:20 minutes
Cook:25 minutes
Rest Time:10 mins
Total:45 minutes

Instructions

1

Cook the Pasta

Bring a large pot of salted water to a boil. Add 8 ounces of elbow macaroni and cook until al dente, about 7–8 minutes. Drain thoroughly and set aside.

2

Make the Roux

In a medium saucepan over medium heat, melt 4 tablespoons unsalted butter until bubbling but not brown. Whisk in 2 tablespoons flour and cook for about 1 minute to remove the raw flour taste.

3

Add the Milk

Gradually pour in 2 cups whole milk while whisking to avoid lumps. Simmer and whisk until the sauce thickens slightly and coats the back of a spoon, about 4–6 minutes.

4

Add the Cheese

Remove the pan from heat and stir in 2 cups shredded sharp cheddar, a handful at a time, until smooth. Season with salt and pepper and a teaspoon of Dijon mustard if desired.

5

Combine and Bake

Fold the cooked macaroni into the cheese sauce, transfer to a greased 9x9-inch baking dish, top with 1 cup panko mixed with 1 tablespoon melted butter, and bake at 350°F for 20–25 minutes until golden and bubbly. Let rest 5 minutes before serving.

Last Step: Please leave a rating and comment letting us know how you liked this recipe! This helps our business to thrive and continue providing free, high-quality recipes for you.

Nutrition

Calories: 520kcal | Carbohydrates: 45g | Protein:
18g | Fat: 22g | Saturated Fat: 7g |
Polyunsaturated Fat: 4g | Monounsaturated Fat:
9g | Trans Fat: 1g | Cholesterol: 253mg | Sodium:
0mg | Potassium: 953mg | Fiber: 0g | Sugar:
0g | Vitamin A: 577IU | Vitamin C: 3mg | Calcium:
47mg | Iron: 6mg

Did You Make This?

Leave a comment & rating below or tag
@aiolirecipe on social media!

Ultimate Baked Mac and Cheese

Categories:

Ultimate Baked Mac and Cheese

Did You Make This?

Leave a comment & rating below or tag @aiolirecipe on social media!

Rate This Recipe

Share This Recipe

Enjoyed this recipe? Share it with friends and family, and don't forget to leave a review!

Comments (1)

Leave a Comment

0/1000 characters
Food Lover
1 day ago

This recipe looks amazing! Can't wait to try it.

Rating:

Comments are stored locally in your browser. Server comments are displayed alongside your local comments.

Family Photo

Hi, I'm Olivia!

Chef and recipe creator specializing in delicious Comfort Food cooking. Passionate about sharing easy-to-follow recipes that bring families together around the dinner table.

30-Minute Meals!

Join to receive our email series which contains a round-up of some of our quick and easy family favorite recipes.