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No holiday meal should go without a casserole dish of classic baked macaroni and cheese! This creamy mac and cheese is loaded with three types of cheese and topped with a crispy panko topping. Make it just before eating or prep it ahead of time and bake it before you sit down to dinner.

Close up on a spoon in a casserole dish of baked macaroni and cheese.
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Did you grow up eating stovetop or baked mac and cheese? Or were you like me and grew up eating a little bit of both?

I don’t know about you, but stovetop mac and cheese has always been the go-to for the average weeknight dinner, especially if it’s one-pot mac and cheese. It’s quick and easy and can be on the table in under 30 minutes.

But the baked stuff…that was always for special occasions. Holidays, extended family dinners, celebrations—that’s when you pull out the baked mac and cheese. It’s the ultimate comfort food!

I don’t know if it’s the crispy topping that makes it seem fancy or just the extra step of baking it that makes me turn to it for holidays, but let me tell you something:

This particular baked macaroni and cheese recipe makes me think I need to go for the baked version way more often. 

A note from Jamie

2026 update: This recipe is one that I first shared in 2020. It’s still one of my favorite holiday side dishes, so it felt like it was time to update the photos and share a few more tips on making the perfect baked mac and cheese!

White plate holding slices of turkey and steamed broccoli next to a serving of baked macaroni and cheese.

The perfect classic baked macaroni and cheese

Here’s the thing about a good baked mac and cheese: It has to be both crispy and creamy.

I want a super crispy topping and crispy baked edges (you know the corners are always the best part!), but I want the noodles inside to still be super cheesy and creamy. I am not here for a dry mac and cheese. That’s just a disappointment.

But I am proud to say that this recipe hits that balance.

Creamy and super cheesy noodles? Check!

Crispy, buttery panko topping? Check!

And while this recipe does take a bit more time than making a stovetop mac, the extra step of baking it is well worth it. 

Baked mac and cheese in a white casserole dish on a countertop.

Testing notes

  • Using a combination of 3 cheeses makes for the best flavor and texture. Cream cheese adds a tangy flavor and silkiness to the creamy cheese sauce. Sharp cheddar is a must for how well it melts and adding that sharpness we love in a good mac and cheese. And parmesan rounds things out with a little bit of salty nuttiness!
  • Shred the cheese yourself. Pre-shredded cheese just doesn’t melt as well, and the anti-caking agents on it can add a weird texture to the sauce. Grating your own cheese makes for an ultra creamy macaroni and cheese.
  • Don’t skip the mustard and hot sauce. I know, I know. They aren’t strictly traditional, but they add a great punch of flavor to the cheese sauce. (And I promise, it won’t make the dish taste like mustard at all!)
  • Use panko for the best crispy topping. Panko breadcrumbs have a unique light texture that you simply don’t get from regular breadcrumbs or cracker crumbs. After toasting them with some butter and baking, they get super crispy in a way that the other toppings I tested simply couldn’t!
Baked mac and cheese ingredients arranged on a countertop.

Ingredient notes and substitutions

⬇️ For the full recipe, including ingredient amounts, scroll down to the recipe card below!

  • Pasta: Elbow macaroni is of course the classic choice and is my favorite in this mac and cheese recipe. Any smaller pasta shape will work, though. Small shells or cavatappi are my go-to if I’m not using elbows.
  • Salted butter: We’ll use this when making the roux for the cheese sauce and for toasting the breadcrumbs. I don’t recommend using unsalted butter if you can help it.
  • Flour: For making the roux, which will thicken the cheese sauce.
  • Milk: Whole milk is my preference for the creamiest sauce. Reduced-fat milk will work if that’s all you have on hand, though.
  • Cheeses: I like using a combination of cream cheese, sharp cheddar, and parmesan. 
  • Mustard: You’ll be amazed at what a little stone ground mustard can do for this cheese sauce! Dijon mustard will also work if that’s what you have on hand.
  • Hot sauce: We aren’t going to add enough hot sauce to make this mac and cheese spicy, just enough to round out the flavor. I like a classic hot sauce, such as Frank’s RedHot, for this recipe.
  • Panko breadcrumbs: If your store does not stock these with the other bread crumbs, check in the international aisle.

Of course, you will also need salt and black pepper.

How to make my baked macaroni and cheese recipe

First, cook the pasta in a large pot of well-salted boiling water according to the package directions.

Just be sure to cook your pasta just shy of al dente. Since the macaroni is getting baked after we add the sauce, the pasta will finish cooking in the oven. Leaving it just slightly undercooked now will make sure it’s not completely mushy later.

While the pasta cooks, make the cheese sauce.

Like the cheese sauce for cheeseburger tater tot casserole or a good sausage gravy, this sauce starts with a roux. 

Melt the butter, then add the flour. Let this mixture cook for a minute or two to allow the raw flour flavor to cook out before you slowly whisk in the milk.

Whisk constantly until the sauce just starts to bubble and has thickened. If you stop stirring, you risk the sauce burning on the bottom of the pot.

Once it’s time to add the cheeses, I like to start with the cream cheese. Once that has melted, add the shredded cheese a handful at a time. Give each addition time to melt before you add more.

Now you can reduce the heat and add the mustard, hot sauce, and salt and pepper to taste. And be sure that you dotaste the sauce! If the seasoning isn’t right now, the finished mac and cheese won’t taste right.

Stir in the cooked pasta. Spread the mixture into a greased casserole dish or a large cast iron skillet or Dutch oven. 

Making the crispy topping

Panko is perfect for getting a crispy texture, but it does need a little help to get golden in the oven.

Toasting the breadcrumbs in a little bit of butter adds that golden color and a buttery flavor that can’t be beat.

Keep a close eye on the pan, though, and definitely don’t walk away – we want the breadcrumbs to be golden, not burnt! 

As soon as the crumbs are beautifully golden, immediately remove the pan from the heat and sprinkle the mixture over the mac and cheese. Bake the whole thing for about 30 minutes or until the tops and edges are golden brown and delicious.

Make-ahead tips

I know how everyone loves a make-ahead recipe for the holidays. Recipes like Overnight French Toast Casserole, Make-Ahead Breakfast Casserole, and Homemade Cranberry Sauce are all things we can make in advance instead of running around at the last minute trying to cook everything that day. 

To make this homemade macaroni and cheese ahead of time:

  • Prep the dish up through mixing the cooked macaroni with the cheese sauce. Spread the mixture into a greased casserole dish. Allow to cool, then cover and refrigerate until you’re ready to bake. Do not add the topping yet.
  • Before baking, allow the mac and cheese to sit at room temperature while the oven preheats. Toast the panko and add it to the top of the casserole.
  • To reheat, cover with foil and bake for 30 minutes covered. Remove the foil, then continue to bake uncovered for 15-20 more minutes.
Spoon in a casserole dish of baked mac and cheese.

Other cheese suggestions

Cream cheese, sharp cheddar, and Parmesan are my go-to for this homemade mac and cheese, but they’re not the only cheeses you could use.

I recommend keeping the cream cheese, since it makes the sauce super creamy.

Some other great melting cheeses you could use in place of or in addition to the cheddar include monterey jack, gouda (or even smoked gouda), or fontina. Keep in mind that some of these have a milder flavor than cheddar, so you may want to combine them with a sharper cheese.

In place of the parmesan, try a nutty gruyere, asiago, or grana padano.

Two white plates, each holding baked macaroni and cheese next to turkey and steamed broccoli.
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Baked Macaroni and Cheese

By: Jamie Lothridge
4.34 from 78 ratings
Prep: 20 minutes
Cook: 30 minutes
Total: 50 minutes
Servings: 10 servings
No holiday meal should go without a casserole dish of baked macaroni and cheese! This creamy mac and cheese is loaded with three types of cheese and topped with a crispy panko topping. 

Ingredients

  • 1 pound elbow macaroni
  • 5 tablespoons salted butter
  • 4 tablespoons all-purpose flour
  • 3 cups whole milk
  • 4 ounces cream cheese room temperature
  • 8 ounces sharp cheddar cheese shredded
  • 1 cup shredded parmesan cheese divided
  • 1 tablespoon stone ground mustard
  • 2 to 3 dashes hot sauce
  • Salt and pepper to taste

For the topping:

  • 2 tablespoons salted butter
  • 1 cup panko breadcrumbs

Instructions 

  • Preheat oven to 375°F. Grease a 9×13-inch baking dish. Set aside.
  • Bring a large pot of heavy salted water to a boil and cook for about 7 minutes, or until just shy of al dente. Drain and set aside.
    1 pound elbow macaroni
  • While the pasta is cooking, melt 5 tablespoons of butter in a medium saucepan or Dutch oven over medium heat. Whisk in the flour and cook for 1-2 minutes, whisking constantly. Slowly stream in the milk, continuing to whisk. Once all of the milk is added, cook over medium heat, stirring continuously, until the milk starts to bubble and the mixture is thickened. 
    5 tablespoons salted butter, 4 tablespoons all-purpose flour, 3 cups whole milk
  • Whisk in the cream cheese until melted. Add in the cheddar cheese and half of the parmesan, one handful at a time, whisking until melted after each addition. 
    4 ounces cream cheese, 8 ounces sharp cheddar cheese, 0.5 cup shredded parmesan cheese
  • Add in the mustard, hot sauce, and salt and pepper to taste. Stir the macaroni into the cheese sauce and pour into the greased baking dish. Sprinkle the remaining parmesan cheese over the top.
    1 tablespoon stone ground mustard, 2 to 3 dashes hot sauce, Salt and pepper to taste, 0.5 cup shredded parmesan cheese
  • In a medium skillet, melt the remaining 2 tablespoons of butter over medium heat. Stir in the panko and cook, stirring constantly, for 2-3 minutes or until the panko is lightly golden. 
    2 tablespoons salted butter, 1 cup panko breadcrumbs
  • Sprinkle the toasted panko over the top of the macaroni and cheese. Bake for 25-30 minutes or until the top is golden brown. 

Notes

If you are using a different pasta shape, cook the pasta according to package directions until just shy of al dente.

Nutrition

Calories: 489kcal, Carbohydrates: 45g, Protein: 19g, Fat: 26g, Saturated Fat: 15g, Polyunsaturated Fat: 1g, Monounsaturated Fat: 6g, Trans Fat: 0.3g, Cholesterol: 71mg, Sodium: 736mg, Potassium: 272mg, Fiber: 2g, Sugar: 6g, Vitamin A: 823IU, Vitamin C: 0.2mg, Calcium: 404mg, Iron: 1mg

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

4.34 from 78 votes (77 ratings without comment)

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2 Comments

  1. Cathy says:

    5 stars
    My family loved this!

  2. Paula Bain says:

    My kids live out of town so because of the pandemic we won’t see each other for quite a while. I love this kind of mac and cheese but it’s too much for one person. However…how well does this freeze? Or does it?