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Baked macaroni and cheese takes another amazing direction change into a blend of the best grilled cheese and tomato soup combined.

Baked mac and cheese with tomatoes

It's like a grilled cheese meets tomato soup in one big cozy pan of dinner wonderful. 
Course Side Dish
Cuisine American
Prep Time 15 minutes
Cook Time 40 minutes
Total Time 55 minutes
Servings 6
Calories 336kcal
Author Rachel Ballard


  • 1 1/2 cups uncooked elbow macaroni
  • 3 tablespoons butter
  • 3 tablespoons all purpose flour
  • 2 cups milk
  • 1/2 teaspoon salt
  • 1/4 teaspoon pepper
  • 1 14- ounce can stewed tomatoes with the juice chopped
  • 2 cups shredded cheddar cheese
  • 3/4 cup plain Panko bread crumbs optional


  • Preheat the oven to 350.
  • Bring a large pot of water to a boil.
  • Add the pasta and cook 2 minutes less than the package directs. Drain and set aside.
  • In a large oven-safe skillet (if you don't have a skillet that goes in the oven you can transfer your mac and cheese to a baking dish in a bit), melt the butter and add the flour.
  • Stir until the flour cooks and the raw flour flavor is gone--about a minute or so.
  • Add the milk, salt and pepper and cook over medium heat 5 minutes then add the tomatoes and stir to combine.
  • Bring to a simmer and cook until the sauce thickens--another 5 to 6 minutes.
  • Add the cheese and stir until it melts.
  • Add the pasta and stir.
  • If transferring to a baking dish, spray the dish with non-stick spray. If not, transfer your skillet to the oven and top with the bread crumbs if you are using them.
  • Bake until golden and bubbly--about 35-40 minutes. Serve warm.


Calories: 336kcal