Baked Macaroni and Cheese
Baked macaroni and cheese doesn’t have to be complicated with layers of ingredients to be the soul-warming food you crave. This homemade baked macaroni and cheese is my most favorite and has pleased crowds, small families, kids and picky eaters alike–give it a try and you’ll see why.
Jump to RecipeKey Takeaways
- Stir constantly so the sauce doesn’t split and keep the heat down low.
- Use strong flavored cheeses like Swiss and sharp cheddar grated from a block and never bagged pre-shredded.
- Make sure to taste the sauce before baking and adjust with more salt or a dash of red wine vinegar to your preference.
- You can make this mac and cheese up to three days in advance and bake it later.
- It will get dry and mushy in a slow cooker. I don’t recommend one.
- Prep and bake later: Just let it cool down, put some plastic wrap right against the surface of the mac and cheese (to keep it from forming a skin) and stick it in the fridge. When ready to bake, cook until the edges are bubbling and the center is warm.
- To freeze: Can’t freeze it.
Other tips:
- Never stop stirring your milk once it hits the pan. If your skillet is too hot or you walk away and for a minute you could scorch the white sauce and it will curdle. It doesn’t really hurt the taste, but it will look sort of clumpy. Some readers have called it “grainy”. It only takes 5 minutes. Just hang out and stir until that sauce is thick enough to coat the back of your spoon.
- Use good cheese in your baked macaroni and cheese. That means avoiding bagged, pre-shredded cheeses because they contain cellulose (an anti-caking agent) that can cause your cheese not to melt as it should.
- Try to choose a melting cheese and a flavor cheese for the best flavor and texture in your baked macaroni and cheese. Sharp cheddar and Swiss are my favorites but you can go as bold as you want!
- Taste as you go. Taste your cheese sauce before you add your pasta. Is it bland? That can be because of the cheese you used or even the kind of salt you seasoned with. If it doesn’t have enough flavor, add a pinch more salt, stir it in and taste it again until it suits you.
- Feel free to add more pasta if you want to. Some people say that this recipe doesn’t have enough noodles in it, but I’ve never had that problem. And yes, you should cook your pasta before adding it to the cheese sauce.
Try a dash of vinegar for more zing
Because of the fat in the dairy, mac and cheese often needs some acid to bring the flavors to life. I love adding 1-2 teaspoons of red wine vinegar to the sauce before stirring in the pasta. Avoid strong vinegars like apple cider or white distilled.
To measure the pasta: Please follow the volume instructions and measure your pasta dry in a measuring cup meant for dry items (not a liquid one). Small pastas like ditalini or little wagon wheels can go up to about 2 cups and be fine in the recipe, and large ones like bow tie or cellentani can as well. If you will stick to elbow pasta until you get the hang of things you’ll be better off.
To double, triple or quadruple: Simply multiply the recipe below (look for the 1x, 2x or 3x on the right side of the recipe to double or triple the ingredients). Then place it in a 9×13. The bake time should be close to the same. Just bake until the center is hot and the edges bubble.
Other macaroni and cheese recipes you’ll want to devour:
- Lobster mac and cheese
- Spicy baked macaroni and cheese
- Creamy ham and sage macaroni and cheese
- Three cheese stovetop ultra creamy mac and cheese
- The best baked macaroni and cheese with tomatoes
- Truly easy microwave easy mac and cheese
- Super Creamy gluten free mac and cheese

Baked Macaroni and Cheese
Ingredients
- 1 1/2 cups dry elbow macaroni shells or cavatappi
- 3 tablespoons butter or margarine
- 3 tablespoons all purpose flour
- 2 cups milk not skim
- 1/2 teaspoon each salt and pepper
- 2 cups shredded cheese I like 1 cup each of sharp cheddar and Swiss
Instructions
- Preheat oven to 350 degrees.
- Bring a pot of water to a boil; add a generous sprinkling of salt the pasta.
- While the pasta cooks, melt the butter in a skillet or pot large enough to hold the pasta when it’s done.
- Add the flour and stir over medium heat until the mixture is lightly browned; 1-2 minutes.
- Add the milk and whisk to remove any lumps and add the salt and pepper.
- Cook over medium-high heat until the sauce thickens and starts to bubble. About 6 minutes.
- Stir in the cheese and whisk until smooth and melted. Turn off the heat.
- When the pasta is almost done but still firm, drain it and add to the sauce.
- Stir the pasta into the sauce and bake in a greased 2 quart dish (or an 8×8 pan works pretty well) 20-25 minutes until browned and bubbly. You can also skip baking it if you want it super creamy and just put it under the broiler to brown the top (keep an eye on it) and then serve.



Hi,
I made this last night but improvised to make it gluten free. I used coconut milk in place of milk and gluten free all purpose flour as well as gluten free pasta. I also added a little cayenne pepper for spice then used as you suggested, Beecher’s and some swiss.
We Loved It!
Thanks!
Sharon
There’s a gluten free version of this recipe on the site if you want to check it out sometime Sharon. Glad you made it work though! –Rachel
I just made it Topped it with breadcrumbs oh let you know
Easy and tasty!
Thanks for the extra tips
Thank you so much for this recipe! It didn’t take long and the picky eaters I nanny loved it!!! It’s always hit and miss with them and this was a definite hit! I followed the recipe exactly!❤️
how long can you refrigerate this before baking?
Up to two days is the longest I’d go Sam. –Rachel
Not trying to be rude, but this is almost the exact Mueller’s macaroni and cheese recipe off the back of the pasta box. I’ve made it for the last 20 years for holidays. I’d almost say it isn’t right not to credit Mueller’s. The recipe 20 years ago used corn starch and I think the back of box says flour now. So for the corn starch question above, yes, you can use cornstarch instead, super easy. Put the cornstarch, salt and pepper in a pot, pour cold milk on top. Add butter. Heat to boiling, stirring constantly. After it boils, stir for one minute then turn off heat and add your cheese.
Hey Christin,
Well…I’ve never heard of Mueller’s and this recipe came to me from my mom’s mom–who knows where she got it? I have no idea– but I can assure you Mueller’s wasn’t the first to write it either. Virtually no recipe you find anywhere–online or in a cookbook is something truly unique or new. They are all variations on one or the other–in this case there’s no need to credit Mueller’s since I didn’t get it from them and could probably go right now and dig out 50 old cookbooks, online sources or back of boxes and find the same recipe. –Rachel
I used heavy whipping cream instead of milk and it was delicious. A much thicker and heartier sauce. In place of breadcrumbs I used crushed cheezit crackers and it was excellent. Will make again. Also went with rotini instead of elbow for noodles.
Glad you enjoyed it Emily. I don’t enjoy cream in my mac and cheese but that’s the joy of recipes like this–you can adjust as needed. I’d skip the Cheez-Its as well but whatever makes you happy is great! –Rachel
Thank you! This is my go to recipe and it is a hit at gatherings. I don’t measure anything except the 2 cups of milk. I use more that 2 cups of pasta ( I just make what I feel and throw away if I’ve made too much) I use a stick and a half of butter and increase the flour. 16oz bag of sharp cheddar. Onion powder, salt , and pepper. Properly mixing the milk without getting clumps was my only issue but finally mastered it. The fam loves it and my kids won’t eat anyone else’s now .
I’m so glad you like it Courtney! I’ll always encourage you to grate your own cheese instead of using a bag but whatever floats your boat! –Rachel
Is it possible to substitute flour with corn starch ? (Maybe a dumb questions, as I’m not avid cooker)
Hey Kayla, it is possible but the technique is a tad different. Cornstarch can only be mixed in to cold liquids or it clumps. You’d need to melt the butter, then add cornstarch to the cold milk (I’d do probably 1 to 1 1/2 tablespoons or cornstarch) then pour that in to the flour and stir until it thickens. You have to remember that if you over cook cornstarch it goes from thick to runny again so you have to be careful with that. Otherwise just follow the recipe as written. 🙂 –Rachel
Can I omit the flour?
Hey Pina, unfortunately no. The flour is the thickener for the béchamel sauce and without it you’ll have pasta in cheese soup and you don’t want that. If you have a food allergy and can’t use flour I do have a gluten free version here on the site you’re welcome to try. –Rachel
Wow….I actually wondered if this was a joke. Didn’t change a thing…. NOT ENOUGH PASTA!! It looked like a fraction of what could have been used – it was swimming in the sauce. I am very disappointed. Flavor is good, sauce consistency is good, but TERRIBLE that it does not have proper portions. So bad that I more than doubled the pasta. Had to go late to our gathering because I had to cook more pasta to add to sauce. *You’ve been warned.*
Hey there Anonymous, nope no jokes I promise. I’m sorry you felt the ratio of pasta was off but here’s where I have to assume a few things about “not changing a thing” 1) I assume you know the difference between wet and dry measuring cups and that you used the right ones for each ingredient 2) I assume you measured your pasta dry and then cooked it (it more than doubles in bulk while cooking) 3) I assume you didn’t buy some ultra small elbows (which can happen as brands vary in size).
I’m super glad that you enjoyed the flavor and that the texture wasn’t curdled (that’s often a major learning curve for some people). I would just like to say that this recipe has been made about 6 million times in the last six years and occasionally someone complains about the ratio of pasta to sauce. It’s impossible for me to know what measuring issues occurred. I can say that every mac and cheese recipe on my site is based on this ratio and all pictures are of the finished dish and none of them are swimming in sauce. See these links:
https://feastandfarm.com/spicy-baked-mac-and-cheese/
https://feastandfarm.com/gluten-free-mac-and-cheese/
Thanks for warning the world about this travesty. –Rachel
This was very good! My family loved it and we made mac and cheese bites with the leftovers! Perfect consistency and never did my macaroni swim LOL
Mine never does either Steph. Glad you enjoyed it! –Rachel
You can’t be serious! If your biggest problem is the consistency of your Mac n cheese then you are one lucky person. No wonder you’re anonymous. You should be ashamed of yourself. No need to be disrespectful. There’s a way to leave constructive criticism and THATS not it OR you could just not make it again.
And hey I have an idea… ADD MORE PASTA! Duh!
Keri I’d love to hire you to say the things I have to be too professional to say. LOLOLOL I love you. Rachel
Rachel Is love to be your reverse PR person! Ha! I have serious issues with bullies. My friends call me a “right fighter”. I did NOT like the threatening “you have been warned “ comment. What the heck does that mean??
I got your back ?
I know. I just don’t even know what to say to some of these things. Well, yes I do but I won’t let myself.