Creamy Baked Mac and Cheese is rich, saucy, cheesy, and is the ultimate in comfort food! Perfect as a side dish for any occasion, but hearty enough as a meal on it's own, you've got to try this super simple version. You'll never do it another way!
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If there is one dish on this planet that my kids request, it's gonna be this family-friendly baked mac and cheese. This creamy baked mac and cheese is everything and more. It's simple to make, full of ooey-gooey deliciousness, and is perfect for busy weeknights, but will cause quite the stir at your next get together.
Creamy baked mac and cheese is beyond comforting and is so good that many times, this is our dinner with a simple side salad. It's perfect side dish to accompany a simple roasted chicken or pot roast. For everyday, for the holidays, this recipe is going to be your new go-to when you need a side dish that will make everyone happy!
Key Ingredients
Elbow Macaroni or Small Tubular Pasta - Use your favorite!
Whole Milk and Heavy Cream - Makes this creamy baked mac and cheese super creamy and decadent!
Yellow Mustard - Sounds weird, but it's a game-changer. The tang enhances all of the flavors of this dish and brings it all together.
White Cheddar Cheese, Monterey Jack Cheese, Gruyere Cheese - My cheeses of choice for this recipe. For flavor and melting capability, I love the combo.
Panko Bread Crumbs - They toast up in the oven and give the creamy baked mac and cheese a nice layer of crunch.

Variations and Substitutions
Cheeses - Use what you love. Anything from a fontina to a mozzarella to a variety of smoked cheese would be fun. You can even stir in some softened cream cheese or sour cream!
Make it spicy - Add red chili flakes or cayenne. You can even add your favorite Louisiana hot sauce for fantastic kick!
Make it fancy - Lobster mac and cheese is one of the world's most decadent comfort foods. Fold in slightly undercooked lobster with the pasta and the cheese sauce. The oven will finish cooking the lobster so you will avoid any rubbery crustacean situation.
Other proteins - Stir in leftover rotisserie chicken, pulled pork, or even leftover beef pot roast or brisket before baking to make this a full meal!
Pasta - Use your favorite small tube pasta. Whatever you have. Whatever you love.
Spices and Herbs - I kept it pretty basic and simple. However, cajun seasonings, Italian herb blends, and even your favorite all-purpose blend would be fantastic to add flavor!
Tips and Tricks
DO NOT USE PRE-SHREDDED CHEESE. Don't do it. The anti-caking agents used on pre-shredded cheese will turn this creamy baked mac and cheese into a gloopy mess and the sauce will become grainy. I know you think it's a pain, but shred the cheese yourself.
Stir the cheese sauce constantly and use warm liquids. Once you begin the cheese sauce and start to incorporate the whole milk and heavy cream, whisk and don't stop. The sauce will thicken better if you're using warm liquids as well. I just heat the milk and cream up in the microwave just a tad. You don't want it hot, just warm.
Do not make the cheese sauce over high heat. Once the roux is made, lower the heat and stir in the cheese until just combined. If you think your stove is staying too hot, simply remove your pot from the heat. Continue stirring until everything is incorporated. The cheese can finish melting in the oven.
If you want the breadcrumbs to be a little more brown, let them sit under the broiler for just a couple of minutes after baking.

Make Ahead Instructions
Make the pasta, toss with butter, and let it cool completely. Toss with the cheese sauce and add the panko topping. Let that cool. Store it in the fridge or freeze until you're ready to bake. You can refrigerate 1-2 days ahead of time or freeze it up to 3 months.
If you freeze the unbaked mac and cheese let it thaw in the fridge before you're ready to cook. Before baking, let the mac and cheese sit out on the countertop for about 30 minutes. This will allow it to cook more evenly.
If making ahead of time and before baking you notice the pasta has soaked up the cheese sauce, you can add a little cream or milk to help loosen up thing a bit.
Make It Stovetop
No need to bake if that's not your jam. Simply combined the cooked noodles and cheese sauce and serve. You can toast the panko and butter in a skillet over medium heat and add it to your serving bowls for a garnish and bit of crunch!

Creamy Baked Mac and Cheese Recipe
Equipment
- dutch oven or heavy bottomed pot
Ingredients
Panko Topping
- ¾ cup panko breakcrumbs
- 2 tablespoon butter, melted
The Pasta
- 1 lb elbow macaroni or small tubed pasta
- 2-3 tablespoon butter
Cheese Sauce
- ½ cup butter
- ½ cup all-purpose flour
- 2 cups whole milk, warm
- 2 cups heavy cream, warm
- 2 tablespoon yellow mustard
- 1 teaspoon granulated garlic
- 1 teaspoon granulated onion
- 1 teaspoon kosher salt
- fresh ground pepper, to taste
- 2 cups white cheddar cheese, shredded
- 2 cups Monterrey Jack cheese, shredded
- 2 cups Gruyere cheese, shredded
- smoked sea salt, for topping
Instructions
Panko Topping
- Mix the panko and melted butter together and set aside.
The Pasta
- Cook pasta in a large pot of boiling water until just barely al dente.
- Once the pasta is cooked, drain and toss it with the butter. Set aside.
The Cheese Sauce
- In a large, heavy-bottomed pot, melt the butter and stir in the flour over a medium heat. Cook for a few minutes to remove raw flour taste. Whisk constantly and slowly incorporate the warmed whole milk and heavy cream.
- Once the sauce begins to thicken, add in the granulated garlic and onion, mustard, kosher salt, and a healthy pinch of fresh ground black pepper.
- Turn the heat to low and slowly stir in about a quarter of the shredded cheeses. Once that has melted, remove the pot from the heat altogether and add another quarter of the shredded cheeses and stir to combine. Keep stirring until the sauce is nice and smooth. It will be thick. Don't worry.
- Next, add the cooked, buttered pasta to the cheese sauce mixture and gently fold to combine.
Finishing In The Oven
- Into a lightly greased 9x13 baking dish, pour in half of the mac and cheese mixture. Top with a quarter of the shredded cheeses and pour in the remaining pasta. Top with the remaining cheese and the buttered panko breadcrumbs.
- Bake in a preheated 350° oven for 20 minutes or until nice and bubbly. If you want the panko to be a little more golden brown, just let it sit under the broiler for a couple minutes.
- Top with a little flaky smoked sea salt and enjoy!
Notes
- DO NOT USE PRE-SHREDDED CHEESE. Don't do it. The anti-caking agents used on pre-shredded cheese will turn this mac and cheese into a gloopy mess and the sauce will become grainy. I know you think it's a pain, but shred the cheese yourself.
- Stir the cheese sauce constantly and use warm liquids. Once you begin the cheese sauce and start to incorporate the whole milk and heavy cream, whisk and don't stop. The sauce will thicken better if you're using warm liquids as well. I just heat the milk and cream up in the microwave just a tad. You don't want it hot, just warm.
- Do not make the cheese sauce over high heat. Once the roux is made, lower the heat and stir in the cheese until just combined. If you think your stove is staying too hot, simply remove your pot from the heat. Continue stirring until everything is incorporated. The cheese can finish melting in the oven.
- If you want the breadcrumbs to be a little more brown, let them sit under the broiler for just a couple of minutes after baking.
Nutrition
Serving Ideas
Creamy baked mac and cheese can be a meal in of itself. However, it's a classic accompaniment to so many dishes.
Serve it with a herb roasted chicken, Instant Pot Pot Roast, roasted prime rib, or even a braised pork shoulder. My kids adore my crispy chicken tenders and mac! You absolutely cannot go wrong!
Storage and Reheating Instructions
As with most things, this creamy baked mac and cheese recipe will stay good after cooking for 3-4 days in the fridge as long as it is stored in an airtight container.
You can freeze this recipe unbaked if you are following the make ahead instructions as laid out above. I don't recommend freezing it after fully completing the recipe. The fully cooked recipe will not thaw out well.
Frequently Asked Questions
Why toss the cooked pasta in the butter?
I'm glad you asked! By doing this, it prevents the pasta from any excess bloating and becoming overcooked during the baking phase. No one likes an overcooked pasta. No. One.
Can I make this recipe gluten-free?
Yes! All you need to do is swap the flour and pasta for your favorite gluten-free varieties!
Thank you!
I am so incredibly happy that you are here! I hope you try my Creamy Baked Mac and Cheese recipe and fall in love with it. If you make this recipe, please share and tag me on Instagram, Facebook, or TikTok!
I absolutely love seeing each and every one of your kitchen masterpieces. And, as always, if you ever have any questions about any of my recipes, please don't hesitate to contact me!
Happy Cooking!
-Rufus

















Jessica says
I made this for a crowd for Friendsgiving and it was a hit! Will be making this again!
Rufus says
Thank you so very much for letting me know!