This Creamy Baked Macaroni and Cheese Recipe features a rich three-cheese sauce that stays ultra-creamy, smooth, and scoopable long after it leaves the oven. It is hands-down the most requested side dish in my house!
While my quick stovetop mac and cheese makes frequent weeknight appearances, this baked mac and cheese is my family's absolute favorite for the holidays. It's a total lifesaver when I have a busy kitchen because I can quickly toss everything together and slide it right into the oven alongside my other dishes.
Table of contents
Best of all, you never have to worry about the cheese sauce getting thick, dry, or grainy in the oven. The ratio of velvety sauce to noodles is absolute perfection.
I originally tested this with a buttery Panko breadcrumb topping that I personally loved, but my family voted for a classic blanket of bubbly shredded cheese. If you are team crispy breadcrumbs, do not worry. I included my favorite Panko topping variation in the post below so you can make it either way!
Key Ingredients & Substitutions
- Elbow Noodles: The classic choice for catching rich cheese sauce. Any short, tubed pasta like cavatappi, shells, or rotini makes a great substitute.
- The Three-Cheese Blend: This recipe uses a heavily cheddar-focused blend for the ultimate melt and flavor. Medium Cheddar: Provides classic flavor and smooth melting. Sharp cheddar is a great substitute if you like a bolder tang. Smoked Gouda: Adds a subtle, cozy smokiness. Unsmoked gouda or Gruyère are fantastic swaps. Parmesan: Adds a salty, nutty depth. Avoid replacing the full cheese blend with parmesan, as it will turn the sauce into an Alfredo.
- Ground Mustard: Enhances the flavor of the cheese sauce without making it taste like mustard. Dijon mustard works well as a 1-to-1 substitute.
See the recipe card below for the full list of ingredients and exact measurements.
Crunchy Panko Topping Variation
If you prefer a crispy, buttery finish over a melted cheese crust, you can easily swap the top layer of cheese for a Panko breadcrumb topping.
To make it, skip the reserved cheese for the top. In a small bowl, combine 1 cup of Panko breadcrumbs, 3 tablespoons of melted butter, ¼ cup of parmesan, ¼ cup of shredded cheddar, and 2 tablespoons of freshly chopped parsley.
Sprinkle the mixture evenly over the macaroni and cheese right before it goes into the oven.
How To Make Creamy Macaroni and Cheese
Here is a quick look at how this recipe comes together step-by-step. The whole process is super simple, but following these visual cues will guarantee your cheese sauce turns out perfectly smooth every single time!
- Make the Sauce: Once your milk and seasonings are whisked into the pot, let it simmer over medium heat until it thickens up enough to coat the back of a spoon.
- Add the Cheese: Remove the pot from the heat completely. Whisk in your cheeses until smooth, then finish with a tablespoon of butter.
- Stir in the Pasta: Add your cooked macaroni noodles to the pot and toss until every noodle is completely coated in sauce.
- Transfer to Baking Dish: Pour all of the macaroni into your baking dish and spread it out evenly.
- Top with remaining cheese: Sprinkle your reserved shredded cheese evenly over the top. (Or add your Panko breadcrumbs if you are making the variation!)
- Bake Until Bubbly: Bake until the cheese is melted, golden brown, and bubbling around the edges.
See the recipe card below for the full recipe.
👉 Sky's Tips
- Undercook Your Pasta: Always cook your macaroni to al dente, leaving it slightly firm with a bite. Since the pasta continues cooking in the oven for 20 to 25 minutes, undercooking it initially prevents it from turning mushy.
- Keep the Heat Low for the Cheese: To keep your sauce ultra-smooth, take the pot completely off the heat before stirring in the cheese. If the base is too hot, it can cause the sauce to separate and leave you with a grainy texture.
- Prep Ahead the Right Way: You can easily prep this ahead for the holidays! Cook the pasta and make the cheese sauce the day before, but store them in separate containers in the fridge overnight. If you mix them early, the noodles will soak up all the liquid like a sponge. When you are ready to bake, gently warm the sauce on the stovetop, toss in the pasta, assemble, and bake!
What To Serve with Baked Macaroni & Cheese
This rich, creamy baked mac and cheese is versatile enough to star as a cozy Sunday supper main or take center stage on a holiday spread. Here are a few reader-favorite recipes from the blog that pair perfectly with it:
Holiday Side Dish Spread: Complete your festive menu by serving this dish alongside holiday staples like Honey Glazed Ham, Classic Thanksgiving Turkey, and Southern Cornbread Dressing.
Cozy Main Dish Pairings: Turn this side into a full comfort meal by pairing it with Crispy Roasted Chicken Thighs, Dutch Oven Pulled Pork, Buttermilk Chicken Tenders, or Meatloaf with Brown Gravy.
I hope this creamy baked macaroni and cheese becomes a new favorite at your dinner table! Whether you are making it for a Sunday night family dinner or serving it up as a holiday side dish, I hope your family loves every cheesy bite as much as mine does.
-Sky🩷
If you tried this Creamy Baked Macaroni and Cheese recipe or any other recipe on my blog, please leave a 🌟star rating and let me know how it went in the comment section below!
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📖 Recipe
Creamy Baked Macaroni and Cheese Recipe
Equipment
- 9x13 baking dish
Ingredients
- 3 cups elbow macaroni measured dry, cooked al dente
- 6 tablespoons unsalted butter divided (5 tablespoon for the roux, 1 tablespoon added to the sauce at the end)
- 5 tablespoons all-purpose flour
- 3 ½ cups whole milk
- ¾ teaspoon ground mustard
- ½ teaspoon salt or to taste
- Black pepper to taste
- 3 cups shredded medium cheddar cheese divided (2 ½ cups for sauce, ½ cup reserved for top)
- 1 cup shredded smoked gouda cheese divided (¾ cup for sauce, ¼ cup reserved for top)
- ¼ cup freshly shredded parmesan cheese for sauce
Instructions
- Preheat your oven to 350°F. Lightly grease a 9x13-inch baking dish and set aside.
- In a large pot over medium heat, melt 5 tablespoons of butter. Whisk in 5 tablespoons of flour and cook for about 1 minute until bubbly. Slowly whisk in the 3 ½ cups of whole milk, ¾ teaspoon ground mustard, ½ teaspoon salt, and pepper to taste.
- Cook over medium heat, whisking frequently, until it thickens enough to coat the back of a spoon.
- Remove the pot completely from the heat. Whisk in 2 ½ cups of shredded cheddar, ¾ cup of smoked gouda, and ¼ cup of parmesan until smooth and melted. Stir in the final 1 tablespoon of butter last to give the sauce a glossy finish. Adjust seasoning as needed.
- Fold the cooked elbow macaroni straight into the pot, stirring well until every noodle is completely coated in the cheese sauce.
- Pour the pasta and sauce mixture into your greased baking dish, spreading it out evenly. Sprinkle the remaining ½ cup of shredded cheddar and ¼ cup of smoked gouda evenly over the top.
- Bake at 350°F for 20 to 25 minutes until golden brown and bubbling around the edges. Enjoy!
Notes
- Don't Overcook Pasta: Undercooking the pasta initially keeps it from getting soft or mushy as it bakes in the sauce.
- Prevent Grainy Sauce: Always pull the sauce off the heat before adding the shredded cheese to prevent the sauce from becoming grainy.
- Make Ahead Tip: Store the cooked pasta and the cheese sauce in separate airtight containers in the refrigerator overnight. Reheat the sauce gently on the stovetop, toss with pasta, assemble, and bake fresh.
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