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Macaroni and cheese is always a safe main dish in our home because the entire family LOVES it! We make it for Sunday dinners, holidays – you name it!

This best homemade mac and cheese is filled with cheese, milk, butter, and topped with Panko, making it incredibly delicious. We love it as a pasta dish to enjoy all year long, but it’s also a classic side dish for big family gatherings and special meals.

The kids have claimed it the “BEST homemade mac and cheese recipe out there” – and we have to agree!

If you love this mac n cheese, you’re sure to love Mac N Cheese with Ham, Velveeta Mac N Cheese, Chik Fil A Mac N Cheese.

Why we think you’ll love it:

  • This dish is SO simple! It’s prepped in 15 minutes and on the table in 40.
  • It’s extra cheesy and delicious. With Panko bread crumbs on top and loads of cheese in between, everyone loves this recipe.
  • Can be made ahead of time. For busy nights and holidays (like Thanksgiving and Christmas), it’s always great to have dishes that can be prepared in advance.
Homemade mac and cheese recipe ingredients on counter.

Homemade Mac and Cheese Ingredients

  • Elbow macaroni (1, 16-ounce package): Classic shape that traps sauce in every bite for maximum creaminess.We prefer elbow macaroni, but other pastas to use are: shell, Cavatappi, penne, Farfalle, fusilli, or rotini.
  • Salted butter, divided (½ cup + 2 tablespoons): The main fat for the roux and for toasting crumbs, adds rich flavor and silky texture.
  • All-purpose flour (½ cup): Whisked into butter to form a roux that thickens the sauce until smooth and velvety.
  • Garlic salt (1 tablespoon): Seasons the sauce quickly and adds a savory garlic note without extra steps.
  • Pepper (to taste): Balances the richness with a gentle bite; add more for a little warmth.
  • Milk (4 cups): The liquid base that turns the roux into a creamy cheese sauce.
  • Shredded sharp cheddar cheese (6 cups): Melts into bold, tangy flavor and body for that classic pull. We also like equal parts mozzarella, cheddar, and American. Other cheeses include Parmesan, White Cheddar, Fontina, smoked Gouda, Gruyere, Colby Jack, and Gorgonzola.
  • Panko breadcrumbs (½ cup): Toasted in butter for a crisp, golden topping that contrasts the creamy pasta. We use plain Panko breadcrumbs, but flavored crumbs or regular breadcrumbs work. Crushed Ritz crackers and crushed cornflakes also work.

How to Make Homemade Mac and Cheese

PREP. Preheat the oven to 325°F.

PASTA. Cook macaroni according to package instructions.

SAUCE. Meanwhile, in a large saucepan, melt ½ cup butter over medium heat. Whisk in flour and cook for 2-3 minutes. Add garlic salt and black pepper. Slowly pour in milk and whisk until smooth. Heat to a low boil and cook, stirring occasionally, until thickened, 4–5 minutes. Remove from the heat.

COMBINE. Drain the pasta and transfer it to a lightly greased 9×13-inch casserole dish. Sprinkle the shredded cheese over the pasta. Pour thickened cheese sauce over pasta and cheese. Let it sit until the cheese has melted, then stir together.

Melt the remaining 2 tablespoons of butter in a small skillet over medium heat. Finally, sprinkle on the bread crumb topping, and cook, stirring constantly, until golden brown, 3-5 minutes. Sprinkle over the mac and cheese.

BAKE. Bake for 14–15 minutes. Serve warm.

  • Shred your own cheese. Pre-shredded cheese is coated and doesn’t melt as well.
  • This recipe uses a flour roux as a thickener. It takes a bit of time for the sauce to simmer before it thickens, so be patient.
  • Warm the milk before adding to the roux, it blends faster and stays lump free.
  • For extra creaminess, stir in a splash of milk after baking if the pasta absorbed more sauce than you like.
  • Some easy variations include mixing the cheddar cheese with other cheese, adding bacon bits, diced ham, or broccoli florets, or making it spicy using jalapenos or red pepper flakes.

Slow Cooker Directions

  1. Follow Steps 2 and 3, then pour hot pasta into a greased slow cooker.
  2. Sprinkle shredded cheese over pasta, followed by thickened cream sauce, and stir together. Cook on low for 2 hours, stirring occasionally.
  3. Make breadcrumbs as directed in Step 4 and pour over macaroni. Let warm for 5 minutes before serving.
Homemade mac and cheese recipe being scooped out of dish.
4.99 from 174 votes

Homemade Mac and Cheese Recipe

This is the cheesiest, creamiest, altogether best homemade mac and cheese you'll ever make! The whole family will definitely approve!
Servings: 10
Prep: 15 minutes
Cook: 25 minutes
Total: 40 minutes

Video

Ingredients 

  • 1 (16-ounce) package elbow macaroni
  • ½ cup + 2 tablespoons salted butter, divided
  • ½ cup all-purpose flour
  • 1 tablespoon garlic salt
  • pepper, to taste
  • 4 cups milk
  • 6 cups shredded sharp cheddar cheese
  • ½ cup panko breadcrumbs

Instructions 

  • Preheat the oven to 325°F. Lightly grease a 9×13-inch baking dish and set aside.
  • Boil pasta according to package directions.
  • Meanwhile, in a large saucepan, melt ½ cup butter over medium heat. Whisk in flour and cook for 2-3 minutes. Add garlic salt and pepper. Slowly pour in milk, whisking until smooth. Heat to a low boil and cook, stirring occasionally, until thickened, 4-5 minutes. Remove from the heat.
  • Drain pasta and transfer to a baking dish. Sprinkle shredded cheese over pasta. Pour thickened cream sauce over pasta and cheese. Let it sit until the cheese has melted, then stir.
  • Melt the remaining 2 tablespoons of butter in a small skillet over medium heat. Add breadcrumbs, and cook, stirring constantly, until golden brown, 3–5 minutes. Sprinkle over the mac and cheese.
  • Bake for 15 minutes. Serve warm.
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Notes

Recipe tips.
  • This recipe uses a flour roux as a thickener. It takes a bit of time for the sauce to simmer before it thickens, so be patient.
  • Shred your cheese. Preshredded cheese is coated and doesn’t melt as well.
  • Some easy variations include mixing the cheddar cheese with other cheese, adding bacon bits, diced ham, or broccoli florets, or making it spicy using jalapenos or red pepper flakes.
Slow cooker directions. Follow Steps 2 and 3, then pour hot pasta into a greased slow cooker. Sprinkle shredded cheese over pasta, followed by thickened cream sauce, and stir together. Cook on low for 2 hours, stirring occasionally. Make breadcrumbs as directed in Step 4 and pour over macaroni. Let warm for 5 minutes before serving.
Prep ahead of time. Prepare the mac and cheese as directed above, but do not add the buttered breadcrumbs. Cover and refrigerate for up to 24 hours or wrap tightly with plastic and foil and freeze for up to 3 months. Thaw it overnight in the fridge, add breadcrumbs, and bake per recipe directions.
Store. Allow the mac and cheese to cool completely before transferring it to an airtight container(s). Store in the refrigerator for 3-5 days, or wrap it tightly and freeze it for up to 3 months.
Reheat. Thaw, if needed, and reheat, covered, in the oven or microwave. Add a splash of milk or cream to prevent dryness. 

Nutrition

Serving: 1g, Calories: 292kcal, Carbohydrates: 13g, Protein: 21g, Fat: 17g, Saturated Fat: 11g, Polyunsaturated Fat: 1g, Monounsaturated Fat: 5g, Trans Fat: 0.4g, Cholesterol: 50mg, Sodium: 1245mg, Potassium: 207mg, Fiber: 0.3g, Sugar: 5g, Vitamin A: 582IU, Calcium: 411mg, Iron: 1mg

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

Recipe FAQ

Make ahead of time?

Prepare as directed above, but do not add the buttered breadcrumbs. Cover and refrigerate for up to 24 hours or wrap tightly with plastic and foil and freeze for up to 3 months. Thaw it overnight in the fridge, add breadcrumbs, and bake per recipe directions.

How to store?

Allow the mac and cheese to cool completely before transferring it to an airtight container(s). Store in the refrigerator for 3-5 days, or wrap it tightly and freeze it for up to 3 months.
To reheat: Thaw, if needed, and reheat, covered, in the oven or microwave. Add a splash of milk or cream to prevent dryness. 

This recipe was originally published January 2017.

About Kristyn

Kristyn Merkley is a published cookbook author, wife, mom of six, and major food enthusiast! For the past 15 years, she has been sharing foolproof, family-friendly recipes—each one tested in her kitchen—that anyone can master. As a seasoned recipe creator, she loves making cooking simple, stress-free, and totally doable for everyone!

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4.99 from 174 votes (82 ratings without comment)

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Recipe Rating




188 Comments

  1. Mary says:

    5 stars
    The calories in one serving are more than my daily allowance?! How? Where are all the calories coming from?

  2. Robert says:

    I don’t believe the nutritional information is correct. It can’t possibly be 1600+ calories per serving, right?

  3. Naomi says:

    5 stars
    Tried the home made mac & cheese tonight. Let me tell you, I’m the only female in our 6 person household that includes a couple ridiculously picky eaters, & I can’t thank you enough for this recipe! Everyone loved it! Thanks again & keep ’em coming!

    1. Kristyn Merkley says:

      I am so glad to hear that! Thank you for letting me know!

  4. Lydia says:

    Come up with your own recipe it’s easy everyone has their own blend of cheeses to use and you really don’t have to use the flour mixture I don’t if you bake it the macaroni will absorb the liquid and become creamy anyway

  5. Tegan T. says:

    Hello.
    Just to clarify.. I am a paranoid cooker.
    With your “Best Macaroni and Cheese”, you poor the cream sauce over the shredded cheese and then you mix them together in the pan???
    Please let me know. I would LoVe to make this for my family and for a meal I am taking to a family on Friday (4/16/18).

    Thank you for your time and for your yummy recipes.

    1. Kristyn Merkley says:

      Yep, pour the sauce over the cheese & pasta, let sit for a minute, to melt the cheese, then stir right in the pan. Good luck! It will be a hit! Thank you for trying my recipes 😉

  6. Kel says:

    5 stars
    Just made this for my group of picky eaters. My crew loved it! My pickiest eater just went back for seconds! I used 4cups preshredded cheese, cheddar and Colby jack because that’s what I had. So good! Keeping this recipe handy for future use! Easy to make too, as I’m a novice in the kitchen.

    1. Kristyn Merkley says:

      Woohoo!! Love, love to hear that!! My kids love this stuff! Thank you so much for letting me know!

  7. Bliss Warren says:

    5 stars
    Hello! Made this today and flavor was delicious but my husband felt like it had a little chalky texture to it. What did I do wrong? Also when should I add the garlic salt, I didn’t see it in the directions?

    1. Tara says:

      The chalky texture is probably due to not cooking the sauce out enough

    2. Kristyn Merkley says:

      You add it in step one. I just say salt, but it is the garlic salt 🙂 I am not sure about the chalky texture. I’m thinking it is not letting the sauce cook long enough, like Tara mentioned. Mix well 🙂

      1. Macy says:

        You should maybe modify the recipe to say garlic salt. I missed this addition too because “add salt and pepper to taste” has a different meaning than “add a tablespoon of garlic salt”. I noticed my garlic salt left over at the end of the recipe and was disappointed i wasn’t prompted to use it. Hopefully it still has the great flavor everyone’s raving about!

  8. Melaney says:

    How many ounces is the 6 cups of cheese?

    1. Kristyn Merkley says:

      It’s roughly 24 ounces 🙂

    2. Kat says:

      It’s 48 ounces

      1. Melaney says:

        Okay, now I’m really confused. 24ozs or 48ozs? Big difference! Help

      2. Kristyn Merkley says:

        Google suggests 4 ounces equals 1 cup grated cheese.

  9. Stella M. says:

    5 stars
    I’ve tried many recipes from online over the years, but this is the first time I felt the need to comment on one. Macaroni and cheese is one of my favorite dishes, but I’ve never been able to make a satisfying homemade one until now. This is definitely a recipe I will be making over and over again. Thank you for sharing such an amazing meal!

    1. Kristyn Merkley says:

      I love hearing that!! Thank you so much for letting me know. We love this recipe!

  10. Kourtney Johnson says:

    5 stars
    I just came across this recipie I didn’t have macaroni noodles but I had penne so I used that it was so good lol

    1. Kristyn Merkley says:

      That works 🙂 Glad you liked it! Thank you!