Baked Macaroni and Cheese

Mac & Cheese (6 of 8)

I have professed my love for stovetop macaroni & cheese many times in the past. It’s my favorite way to eat mac & cheese. Shockingly, I realized I had never even tried making a baked version of mac & cheese before, and I thought it was high time! This was AMAZING!! It was kind of a lot of work, and required lots of attention and stirring on the front end, but TOTALLY worth it! It’s a good thing I took this to a potluck meeting or I think I might’ve polished off the entire dish! Right out of the oven this was creamy and comforting, and the panko on top added such a nice crunch and texture (I had to taste test it, of course ;)).   En route to the potluck it did set up a bit and lose some of the creaminess, but it was still wonderful then too.

Mac & Cheese (3 of 8)

Baked Macaroni and Cheese
Source: Slightly Adapted from
Makes a 9 x 13 baking dish, serves approximately 8-10 people

1 lb. elbow noodles
1/2 cup flour
1/2 cup (1 stick) unsalted butter
1 tsp. salt
1/2 tsp. freshly ground black pepper
1/4 tsp. paprika
1/8 tsp. ground cayenne pepper
1 cup heavy cream
3 cups milk
4 cups sharp cheddar cheese, grated, plus more for topping

For Topping:
1 cup panko bread crumbs
2 tbsp. butter, melted

Preheat oven to 400 degrees. Spray a 9 x 13 glass baking dish with cooking spray, set aside.

In a large pot cook elbow noodles according to package directions, drain and let cool slightly.

In a small bowl, whisk together flour, salt, pepper, paprika & cayenne until incorporated, set aside.

In a large pot, melt 1/2 stick butter over medium heat.  Add in flour mixture and stir until incorporated.  Gradually add in milk & heavy cream, stirring continually while pouring.

Bring mixture to a boil and boil for 2 minutes while continually stirring.  Reduce heat and cook mixture an additional 10 minutes, continuing to stir mixture.

Remove from heat and add in the 4 cups of grated cheese, stirring until cheese melts.  Add in the elbow noodles to the cheese mixture and gently stir to coat. Taste test at this point and add additional seasonings if necessary.

Pour mixture into prepared baking dish.  Sprinkle top with additional cheese (I did enough to lightly coat the top, approximately 1/4 to 1/2 cup).

Melt 2 tbsp. butter in a medium sized bowl. Once melted, add in panko and stir to coat. Evenly spoon breadcrumbs on top of macaroni in the baking dish.

Bake for 20 minutes, until top is golden and mixture is bubbly.  I also broiled for just a minute to get the top nice and crispy, but you have to watch very closely so it doesn’t burn.

Serve warm and store leftovers in an airtight container.

Notes: Can easily half this recipe and bake in an 8 x 8 or 9 x 9 baking dish.

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  1. I have a love hate relationship with mac and cheese. I love to eat it but I hate what it does to my body. The love is definitely winning on this recipe.
    Meagan @ A Zesty Bite recently posted..JW Marriott San Antonio Hotel ReviewMy Profile

  2. I add a lot of garlic to mine, too! It comes out lovely 🙂
    Ashley Bee (Quarter Life Crisis Cuisine) recently posted..Almost Paleo but Definitely Gluten-Free Banana Bread MuffinsMy Profile

  3. MMM I adore Mac & Cheese. This looks fab. Maybe even fab enough to make me kick the blue box…nah who am I kidding?
    Julie @ Julie’s Eats & Treats recently posted..Lemon Cool Whip Cookies & Albion Fit GiveawayMy Profile

  4. oh yum. baked mac & cheese is more work for sure, but it is so delicious.
    Sarah K. @ The Pajama Chef recently posted..10 Minute Lunch #6: Italian Chicken & Veggie Couscous BowlsMy Profile

  5. LOVE this! I feel mac and cheese is best baked in the oven topped with crunchy breadcrumbs, 🙂
    Dana recently posted..Sweet and Savory: A Little Like LifeMy Profile

  6. See, I’m a baked mac n cheese girl but Michael prefers stove top. Different strokes I suppose 😛 This recipe looks absolutely delicious!
    Kayle (The Cooking Actress) recently posted..4 Ingredient Chocolate Chip PancakesMy Profile

  7. Ruth Johnson says:

    That looks amazing… I didn’t know I was hungry until I saw the picture. (:

  8. So excited you posted this! I’ve been on the search for a great slow cooker mac & cheese to make for a Fathers Day cookout. Need a recipe to feed a crowd, and the slow cooker appeals so that it can be plugged in on the patio and no one needs to be inside keeping an eye on it (or forgetting about it). Your recipe looks so good, think I will have to try a few tweaks and see how it works in the slow cooker. Thanks for sharing!

  9. Baked mac and cheese is the best comfort food every! This looks so cheesy, rich and delicious I could just dive in! I’ve been inspired to make this for dinner, thank you!
    tanya recently posted..Salmon Tacos with Jalapeno CreamMy Profile

  10. oh gosh do i love mac and cheese…last fall i was on a mission to find the best one there are so many Yummy versions to try….gotta love comfort food.
    angela @ another bite please recently posted..crispy baked asparagus friesMy Profile

  11. Gloria Beck Johnson says:

    This is without a doubt, the best Macaroni and Cheese recipe! Wow, so creamy and cheesy, but with that yummy crunch on top. It’s the best! thank you for sharing!