The Ultimate Homemade Baked Macaroni and Cheese: Creamy, Cheesy, & No Processed Cheese Needed
Indulge in the ultimate comfort food with this incredibly cheesy and creamy baked macaroni and cheese recipe. Forget those dry, clumpy versions or the need for processed cheese; this homemade classic delivers an amazing flavor and a luscious texture that will make it an instant family favorite. If you’re searching for a baked mac and cheese that truly stands out, one that’s both rich and comforting without relying on artificial ingredients, you’ve found your new go-to recipe.

Why You Will Love This Unforgettable Baked Macaroni and Cheese Recipe
Baked macaroni and cheese has long been a cherished staple on dining room tables across generations. For many, childhood memories are filled with the convenience of boxed mac and cheese, perhaps even with creative additions like hotdogs – a nostalgic, albeit unconventional, favorite for some! However, those rare holiday gatherings often brought out the “real deal” – a true baked macaroni and cheese. While these homemade versions were good, they frequently suffered from a common pitfall: dryness, often lacking that irresistible gooey, cheesy quality found in their processed counterparts.
Our mission was to create a homemade baked mac and cheese that not only surpassed the boxed varieties in flavor but also delivered on that coveted gooey goodness, all without resorting to processed American cheese. It was a challenge, but we were determined to prove that a truly creamy and intensely cheesy mac and cheese could be achieved with simple, real ingredients. We envisioned a dish that was straightforward to prepare, free from obscure cheeses or elaborate toppings, yet so profoundly delicious and satisfying that anyone would be eager to make it again and again.
And we did it! This recipe yields a baked macaroni and cheese that is genuinely gooey, incredibly cheesy, and, crucially, never dry. It stands as the best homemade baked mac and cheese we’ve ever tasted, completely transforming our perception of this classic dish. Say goodbye to the boxed stuff and embrace this authentic, flavorful creation. If previous attempts at homemade mac and cheese left you disappointed with dry, uninspired results, let this recipe be your guide to success. It’s robust, reliable, and guaranteed to impress, ensuring a consistently creamy and delectable outcome every time.
This versatile dish can effortlessly serve as a hearty main course or a perfect side dish, complementing a wide array of meals. We particularly love pairing it with barbecue favorites like our smoked pork butt, Smoked Meatloaf, or our outstanding BBQ chicken thighs. Its rich flavor and comforting texture make it an ideal companion to any savory dish, adding a touch of homemade warmth to your table.
Essential Ingredients for Your Perfect Baked Mac and Cheese

One of the beauties of this recipe is its reliance on readily available, basic ingredients. You likely have most of these in your pantry already. To create this wonderfully creamy and cheesy dish, you will need the following:
- Elbow macaroni (pasta): While elbow macaroni is the traditional choice, feel free to experiment with other pasta shapes like shells or cavatappi for a fun twist. Just ensure they hold sauce well!
- Butter and flour: These two form the base of our roux, a classic thickening agent essential for creating a smooth, rich, and velvety cheese sauce. Unsalted butter allows you to control the seasoning precisely.
- Whole milk, half and half, mild cheddar cheese, and sharp cheddar cheese: These are the stars of our decadent cheese sauce. The combination of whole milk and half and half provides the perfect creamy foundation, while using both mild and sharp cheddar offers a balanced, complex cheese flavor. A crucial tip: always grate your own cheese! Pre-shredded cheeses are often coated with cellulose or other anti-caking agents, which can prevent them from melting smoothly and result in a grainy, rather than creamy, sauce. Freshly grated cheese melts beautifully, ensuring that silky texture we’re aiming for.
- Salt and pepper: Essential for seasoning to your taste. Freshly ground black pepper adds a wonderful aromatic kick.
For a seamless cooking experience, we highly recommend preparing your ingredients in advance. This means grating all your cheeses before you even start cooking the pasta. This simple step, known as “mise en place,” will prevent any last-minute panic and allow you to focus on whisking your roux and cheese sauce to perfection.
How To Make Baked Macaroni And Cheese: Step-by-Step Guide
Creating this irresistible baked macaroni and cheese is straightforward when you follow these steps. Precision in preparation ensures that perfect gooey, cheesy result.
Cheese Division
Begin by grating both the mild cheddar and sharp cheddar cheeses. Once grated, combine them thoroughly in a large bowl. Next, you’ll divide this combined cheese mixture into three distinct portions, each serving a specific purpose in our layered mac and cheese:
- **For the Sauce:** Allocate 3 cups of the grated cheese. This will be melted into our creamy béchamel base.
- **For Layering:** Set aside 1 1/2 cups of cheese. This portion will be sprinkled between the macaroni layers in the baking dish, ensuring pockets of extra cheesiness throughout.
- **For Topping:** Keep the final 1 1/2 cups of cheese separate. This will form the golden, bubbly crust on top of your baked dish.
Once divided, set these cheese portions aside. Having them ready will make the assembly process much smoother.
Pasta Preparation
The foundation of any great mac and cheese is perfectly cooked pasta. Here’s how to prepare it:
- In a large pot, bring a generous amount of salted water to a rolling boil. The salt is crucial for flavoring the pasta from the inside out.
- Add the elbow macaroni to the boiling water. Cook the pasta until it’s al dente – this typically means cooking it for about 1 minute less than the time specified on the package directions. Al dente pasta will hold its shape better during baking and won’t become mushy.
- While the pasta is cooking, preheat your oven to 350 degrees F (175 degrees C).
- Lightly grease a 3-quart baking dish and set it aside, ready for assembly.
- Once the pasta is al dente, drain it thoroughly. Do not rinse the pasta, as the residual starch helps the sauce cling better. Set the drained pasta aside.
Crafting the Velvety Cheese Sauce

The cheese sauce is what elevates this dish from good to exceptional. Follow these steps for a smooth, lump-free, and incredibly rich sauce:
- In a large saucepan, melt the unsalted butter over medium heat. Keep an eye on it to prevent browning.
- Once the butter is melted, slowly add the all-purpose flour. Whisk continuously to combine the butter and flour, forming a smooth paste known as a roux. Continue to whisk and cook the roux for about one minute. This step cooks out the raw flour taste and helps to thicken the sauce later.
- In a large measuring cup or separate bowl, combine the whole milk and half and half.
- Gradually, pour in 2 cups of the milk and half-and-half mixture into the roux, whisking constantly and vigorously to prevent lumps. Continue whisking until the mixture is completely smooth.
- Slowly pour in the remaining milk and half and half, continuing to whisk constantly until the mixture is smooth and fully incorporated.
- Continue cooking the sauce over medium heat, whisking very often (almost constantly), until it thickens. This process typically takes about 5 minutes. The sauce should coat the back of a spoon.
- Remove the thickened sauce from the heat. Stir in your salt and freshly ground black pepper to taste.
- Now, it’s time to add the cheese for the sauce. Begin by adding half of the 3-cup cheese portion (1 1/2 cups) to the hot sauce. Stir gently until it melts completely and is smooth.
- Once the first half of the cheese is fully melted and incorporated, add the remaining 1 1/2 cups of the sauce cheese. Continue to stir until all the cheese has melted into a perfectly smooth and luscious sauce.


Assembling and Baking Your Mac and Cheese
Now that your pasta is cooked and your cheese sauce is ready, it’s time to bring it all together for baking:
- Place the drained, cooked pasta in a large mixing bowl. Pour the entire cheese sauce over the pasta. Stir gently but thoroughly until every piece of macaroni is completely coated in the rich, creamy sauce.
- Pour half of this macaroni and cheese mixture into your prepared 3-quart baking dish, spreading it evenly across the bottom.
- Take the 1 1/2 cups of cheese designated for layering and sprinkle it evenly over the first layer of macaroni mixture. This creates wonderful pockets of melted cheese throughout the dish.
- Add the remaining macaroni mixture to the baking dish, spreading it out evenly to form the second layer.
- Finally, sprinkle the remaining 1 1/2 cups of cheese (our topping cheese) evenly across the top of the pasta mixture. This will create a beautiful golden crust.
- Bake the macaroni and cheese in your preheated oven at 350 degrees F (175 degrees C) for approximately 20 minutes, or until the top is lightly golden brown and the cheese sauce is bubbly and hot.
- Once baked, remove the dish from the oven. It’s crucial to allow the macaroni and cheese to set up for about 10 minutes before serving. This resting period allows the sauce to thicken slightly and prevents it from being too runny when scooped.




For that truly gooey, cheesy, and utterly satisfying mac and cheese experience you’ve been dreaming of, this recipe delivers. It’s a fantastic, fundamental recipe that’s sure to become a go-to for comfort food cravings.

Beyond its perfect basic form, this recipe is wonderfully adaptable. Feel free to experiment with different cheese blends, introduce a crispy breadcrumb topping, or mix in some savory bacon bits to tailor it to your specific tastes. The possibilities are endless!

No matter how you choose to customize it, you won’t be disappointed. This truly is the best baked macaroni and cheese, a quintessential comfort food at its finest, guaranteed to bring warmth and joy to any meal.
Making Mac And Cheese Ahead Of Time
For convenient meal prep or entertaining, you can absolutely make this baked macaroni and cheese in advance. Prepare the entire dish as directed in the recipe instructions, but stop short of baking it. Allow the assembled macaroni and cheese to cool completely to room temperature. Once cooled, cover the baking dish tightly with plastic wrap to prevent it from drying out, and then refrigerate it for up to 2 days. When you’re ready to bake, remove the dish from the fridge at least 30 minutes before placing it in the oven to allow it to come closer to room temperature. You might find that it requires an additional 5 to 10 minutes of baking time to heat through and achieve that golden, bubbly top.
Storing And Freezing Leftover Mac And Cheese
Storing Leftovers: If you happen to have any leftover baked macaroni and cheese (a rare occurrence!), allow it to cool completely to room temperature. Transfer it to an airtight container and store it in the refrigerator for up to 4 days. Reheat gently in the oven or microwave, adding a splash of milk if needed to restore some creaminess.
Freezing Mac and Cheese: While you can freeze macaroni and cheese if absolutely necessary, we generally do not recommend it for optimal texture. The freezing and thawing process can significantly alter the creamy consistency, often resulting in a sauce that is much thicker, grainy, or clumpy. If you do choose to freeze it, ensure it’s in an airtight, freezer-safe container for up to 2-3 months. Thaw overnight in the refrigerator before reheating.
Tips And Variations For Your Baked Mac and Cheese
This classic baked macaroni and cheese recipe is fantastic on its own, but it also serves as a perfect canvas for customization. Here are some ideas to make it your own:
- Experiment with Cheeses: A fun way to mix up the flavor profile is to introduce different types of cheese. Consider adding Monterey Jack for extra meltiness, Colby Jack for a milder profile, white cheddar for a sharper tang, or even Pepper Jack for a gentle kick of spice. Gruyere or Fontina also add sophisticated depth. Remember, the key is to use cheeses that melt well to maintain that desirable creamy texture.
- Add a Crunchy Topping: For those who love a textural contrast, a crispy topping is a must. Combine about 1 cup of panko breadcrumbs with two tablespoons of melted butter, then sprinkle this mixture over the top of the macaroni and cheese before baking. This creates a beautifully golden and crunchy crust. Alternatively, crushed Ritz crackers can be used for a buttery, salty crunch.
- Incorporate Savory Add-ins: Elevate your mac and cheese with delicious mix-ins. Cooked, diced, and crispy bacon bits are always a welcome addition, either stirred into the pasta mixture or sprinkled generously on top. Other ideas include cooked ham, shredded chicken, or even sautéed mushrooms and caramelized onions for a vegetarian option.
- Introduce a Spicy Kick: If you appreciate a bit of heat, add a few dashes of cayenne pepper to your cheese sauce. You can also incorporate a pinch of smoked paprika for an extra layer of flavor and a hint of warmth.
- Make it a Meal: Transform this side dish into a hearty main course by adding cooked proteins. Shredded rotisserie chicken, leftover pulled pork, or browned ground beef can be stirred into the macaroni mixture before baking.
Frequently Asked Questions About Baked Mac and Cheese
For the best results, use cheeses that melt smoothly and don’t clump. Excellent choices include cheddar (mild, sharp, or white), Monterey Jack, Fontina, Gruyere, and even a touch of Parmesan for depth. Avoid pre-shredded cheeses as they contain anti-caking agents that can hinder smooth melting.
Whole milk and half and half are ideal for mac and cheese. Their higher fat content contributes significantly to a richer, creamier sauce, ensuring your mac and cheese is luscious and never dry. Lighter milks can result in a thinner, less satisfying sauce.
There are a few common reasons. It might lack enough sauce for the amount of pasta, or the pasta may have absorbed too much of the sauce during cooking or resting. Using pre-shredded cheese (which contains cellulose) or not whisking your roux and milk mixture properly can also lead to a grainy or clumpy, rather than creamy, texture. Ensuring your pasta is cooked al dente also helps prevent it from absorbing too much liquid and drying out the dish.
Other Delicious Side Dishes You Will Enjoy
Decadent Whipped Potatoes (Dutchess Potatoes)
Potatoes Au Gratin With Gruyere
Loaded Mashed Cauliflower Casserole
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Baked Macaroni And Cheese
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Ingredients
- 1 lb Elbow macaroni
- 1/2 cup Butter unsalted
- 1/2 cup Flour All purpose
- 1 1/2 cup Half and half
- 2 1/2 cup Whole milk
- 3 cup Cheddar cheese grated, divided
- 3 cup Sharp cheddar cheese grated, divided
- 1 1/2 tsp Salt
- 1/2 tsp Black pepper freshly ground
Instructions
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Grate both the cheddar and sharp cheddar cheeses and combine together in a bowl.
Cheese Division – Divide into three groups
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One group will make up the sauce – 3 cups
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One group will be added in between layers of the macaroni and cheese – 1 1/2 cups
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Last group will top the dish – 1 1/2 cups
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Set groups of cheese aside.
Pasta Cook And Prep
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Bring salted water to a boil in a large pot.
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Add the pasta and cook until al dente, usually about 1 minute less than the package directs to cook pasta.
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While the pasta is cooking, preheat the oven to 350 degrees F.
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Grease a 3-quart baking dish and set it aside.
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Drain the pasta and set it aside.
Cheese Sauce
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Melt the butter in a saucepan over medium heat.
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Slowly add the flour in and whisk to combine. Continue to whisk and cook for about a minute.
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Combine the milk and half and half into a large measuring cup.
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Slowly pour in 2 cups of the half and half, whisking constantly. Whisk until smooth.
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Slowly pour in the remaining half and half and the whole milk, whisking constantly, until smooth.
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Whisking very often, continue to cook until the sauce is thickened, about 5 minutes.
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Remove from the heat and add salt and pepper.
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Add the cheese portion that makes up 3 cups. First, add half of it and mix to combine.
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Once melted, add the additional 1 1/2 cups and continue to stir until melted and smooth.
Putting It Together
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Place the cooked pasta in a large mixing bowl and add the cheese sauce. Stir until completely combined.
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Pour half of the macaroni mixture into the prepared baking dish. Sprinkle 1 1/2 cups of cheese evenly across the macaroni mixture.
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Add the remaining pasta mixture evenly. Sprinkle the remaining 1 1/2 cup of cheese evenly across the pasta mixture.
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Bake at 350 degrees F until the top is lightly golden brown and bubbly, about 20 minutes.
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Remove from the oven and allow it to set up for 10 minutes before serving.
Notes
Make Ahead – Make the macaroni and cheese as directed but do not bake. Let cool to room temperature, cover tightly with plastic wrap, and refrigerate for up to 2 days. Remove from the fridge at least 30 minutes before baking. You might need to add 5 to 10 minutes of additional baking time.
Storing – Cool to room temperature, cover tightly and refrigerate for up to 4 days.
Freezing – We don’t recommend freezing macaroni and cheese. But you can freeze it if absolutely necessary. NOTE that it will not be the same creamy consistency. It tends to be much thicker and becomes clumpy.