This baked mac and cheese recipe is creamy all the way down, with a buttery, crunchy panko top. The secret is a cheese sauce that looks a little too loose when it goes into the oven, so it comes out creamy instead of dry and stiff. Sharp cheddar for flavor, Colby Jack and a little American cheese for that silky, saucy melt. This is one of my favorite comfort foods!
Baked Mac and Cheese At A Glance
Prep
25 min
Bake
20 min
Total
55 min
Serves
12
Pan
9×13-inch baking dish
Main ingredients: Extra-sharp cheddar cheese, Colby Jack cheese, Parmesan cheese, American cheese, medium pasta, panko, warm milk, paprika, onion powder, garlic powder, ground mustard, flour, butter
Why Baked Mac and Cheese Can Turn Out Dry (and How to Fix It)
I love mac and cheese of all sorts, and especially the baked variety. So I know one of the biggest complaints with baked mac & cheese is that it can come out too dry. That’s because the pasta keeps drinking up the sauce while it bakes, so a sauce that looks perfect in the pot is too thick by the time it makes it to your bowl.
This recipe fixes that! We’re going to make a little more sauce than you think you need, cook the pasta a little shorter, and toss it with butter so it doesn’t soak up so much sauce to start with. Plus, we only bake it long enough to get bubbly and golden.
To get the smooth and saucy cheese, I also like to melt in a few slices of deli American cheese. It has the same melting salts that make boxed mac and cheese so gooey, so the sauce stays creamy instead of setting up stiff. It’s a little amount next to all the other cheese in this recipe, so the big cheese flavor is still nice and sharp.
I love making baked mac and cheese during the holidays, along with corn casserole, green beans, and red skin mashed potatoes.
Let’s dig in!
Tips and Notes Before You Start
- Use a little less pasta than a full box. 12 ounces of shells with this much sauce is what keeps it creamy.
- Shred your own cheese. Bagged shredded cheese is coated so it won’t clump, and that coating keeps it from melting smooth.
- Don’t skip the American cheese. A few deli slices keep the sauce smooth and creamy after baking.
- Undercook the pasta. Pull it 2 minutes before the package says. It finishes cooking in the oven.
- The sauce should look too loose. If it looks just right before baking, it’ll be dry after. This is the most important thing to know in the whole recipe.
- Add the cheese off the heat. Cheese that gets too hot can turn grainy and oily.
- Don’t overbake. Once the edges are bubbling and the top is golden, it’s done.
- Let it rest 10 minutes. The sauce settles and thickens a little, so it scoops instead of running.
What You’ll Need
Medium pasta (shells or elbow macaroni). I like to use shells because each one cups a little pocket of cheese sauce. If you also use them, be sure to grab medium shells, not the jumbo ones for stuffing. Elbow macaroni and cavatappi work well too.
Extra-sharp cheddar and Colby Jack. Be sure to shred these from the block for the most melt. More on why I like these two together below.
Deli American cheese. American cheese is made with emulsifying salts, the same thing that keeps a boxed mac and cheese sauce so smooth. A little bit helps the whole sauce stay silky and saucy in the oven. Deli-sliced American is real cheese plus those salts, so it melts better than individually wrapped singles.
Milk. Whole milk makes the creamiest sauce. 2% works, but the sauce will be a little thinner and less rich. Warm it before you start, and the sauce comes together faster with fewer lumps.
Butter and flour. These make the roux, which is what thickens the milk into a sauce that clings to every noodle. A little more butter goes on the pasta and into the topping.
Seasonings. Dry mustard, garlic powder, onion powder, smoked paprika, salt, and black pepper. Don’t worry, the dry mustard doesn’t make it taste like mustard. It just makes the cheese taste cheesier. Regular paprika works if that’s what you have.
Panko and Parmesan. Japanese-style panko crumbs are bigger and flakier than regular breadcrumbs, so they stay crunchy on top of a creamy sauce. Tossed with melted butter and a little grated Parmesan, they turn into a golden, salty crust.
What’s the Best Cheese for Baked Mac and Cheese?
You want one cheese for flavor and one for melt. Extra-sharp cheddar has the big, tangy cheese flavor, but on its own it can turn a little grainy or oily in the oven. Colby Jack is mild and very creamy, and it melts smooth. Together you get the best of both, and the American cheese keeps everything silky. Monterey Jack works just like Colby Jack, Gruyère gives a nuttier, fancier flavor, and mild cheddar works too. Be careful with fresh mozzarella, though… it’s too watery and stringy for a smooth sauce.
Can I Make Baked Mac and Cheese Lactose Free?
Yes, and it’s an easy one. Use lactose-free whole milk, cup for cup, with no other changes. Aged cheeses like extra-sharp cheddar and Parmesan are naturally very low in lactose, and some brands, like Cabot, label their cheddar lactose free. Colby Jack and American cheese are younger cheeses, so they have a little more. To be cautious, swap them for more cheddar or a lactose-free shredded cheese. The sauce will be a little less silky without the American cheese. Butter is naturally very low in lactose too, and lactose-free butter is easy to find if you’d like to play it safe. Lactose-free milk tastes a tiny bit sweeter, so taste the sauce and add a pinch more salt if it needs it. I make mine almost completely lactose free (only the little bit of American cheese has any lactose) and I love it.
How to Make Baked Mac and Cheese
We first make the creamy cheese sauce on the stove, then a short bake to get it bubbly with a crunchy top. Start by heating your oven to 350°F and greasing a 9×13-inch baking dish.
Step 1: Cook the pasta a little short
Boil the shells in a big pot of well-salted water for 2 minutes less than the package says, then drain it and toss it with 1 tablespoon of butter. Set it aside while you make the sauce.
The pasta will feel a little too firm right now, and that’s exactly what we want. It keeps cooking in the oven, and if it starts out soft, it turns mushy and soaks up all your sauce. The butter coats the noodles, which helps them stay saucy, and keeps them from sticking together in one big clump while they wait.
Step 2: Make the crumb topping
Stir the panko and Parmesan together with 3 tablespoons of melted butter until all the crumbs look damp. Set it aside. Doing this now means it’s ready to go the second the pan is filled.
Step 3: Make the cheese sauce
Melt 6 tablespoons of the butter in a large saucepan or Dutch oven over medium heat. Whisk in the flour and cook for about 1 minute, whisking the whole time. Mine looked crumbly and clumpy, like damp sand, and that’s totally fine. Cooking it for that minute takes away the raw flour taste.
Now add the warm milk a little at a time, whisking constantly. At first you’ll see little clumps of roux floating in the milk… this is totally normal. Just keep whisking, and they’ll melt away into a smooth sauce. One common mistake is dumping all the milk in at once, which is how you get lumps. If you do end up with a few, a minute of hard whisking usually takes care of them.
Whisk in the dry mustard, garlic powder, onion powder, smoked paprika, salt, and pepper. Let it simmer gently, stirring often and scraping the bottom, until it’s thick enough to coat the back of a spoon, about 5 to 8 minutes. When you draw your finger through the sauce on the spoon, the line should stay put.
Step 4: Melt in the cheese off the heat
Set aside about 1/5 of the shredded cheese for the top. Take the pot off the burner. Tear the American cheese into pieces and stir it in first, then add the rest of the shredded cheese a handful at a time, letting each one melt before you add the next. Taking it off the heat is what keeps the sauce smooth. Cheese that gets too hot squeezes out its fat and turns grainy.
Taste the sauce now and add more salt if it needs it. It should taste a little saltier than you’d like the finished dish to be, because the pasta will mellow it out.
Step 5: Combine, top, and bake
Tip the drained shells into your greased baking dish, pour the cheese sauce over them, and stir right in the dish until every shell is coated. Spread it out evenly. Don’t worry if it looks soupy, with sauce pooling around the noodles. That’s what keeps it creamy after baking.
Sprinkle the cheese you set aside over the top, then scatter the buttered crumbs evenly over that. Bake uncovered at 350°F for about 20 minutes, until the sauce is bubbling around the edges and the crumbs are golden. Mine was done right at 20. If the top browns before the edges bubble, lay a piece of foil loosely over it.
Step 6: Let it rest
Let the mac and cheese sit for 10 minutes before you scoop it. I know it’s hard to wait! Right out of the oven the sauce is loose and runny, and those few minutes let it settle into creamy, scoopable mac and cheese.
Can I Make Baked Mac and Cheese Ahead?
Yes, which makes it a great one for Thanksgiving and potlucks. Make it all the way through Step 5, but leave the crumb topping off, since it gets soggy in the fridge. Let it cool, cover it tightly, and refrigerate it for up to 1 day. The pasta will soak up some of the sauce overnight, so before baking, pour about 1/2 cup of milk evenly over the top. Then add the crumbs and bake it straight from the fridge, covered with foil for the first 20 minutes and uncovered for 20 to 25 more, until it’s hot in the middle and bubbling at the edges.
How to Store, Reheat, and Freeze Baked Mac and Cheese
Let leftovers cool, then store them in an airtight container in the fridge for up to 4 days. It firms up a lot once it’s cold, which is totally normal.
To reheat a single serving, add a splash of milk, stir, and microwave it in 30-second bursts, stirring in between. For a bigger batch, splash milk over it, cover the dish with foil, and warm it at 350°F for about 20 minutes. The milk is what brings back the creamy sauce, so don’t skip it. The topping won’t be as crunchy the second time around.
You can freeze it for up to 3 months. Thaw it overnight in the fridge and reheat it the same way, with a splash of milk. The sauce can turn a little grainy after freezing, but a good stir with that extra milk usually brings it back.
Baked Mac and Cheese FAQs
Why is my baked mac and cheese dry?
Usually the sauce was too thick going in, the pasta was fully cooked first, or it baked too long. Next time, keep the sauce loose and pull it out as soon as the edges bubble. To rescue a dry pan, stir in some warm milk.
Why is my cheese sauce grainy?
Most often the cheese got too hot, or it was bagged, pre-shredded cheese. Take the pot off the heat before adding cheese, and shred your own from the block.
Can I use pre-shredded cheese?
You can, and it’ll still taste good, but the sauce won’t be as smooth. The anti-caking coating on bagged cheese keeps it from melting all the way.
Can I make this gluten free?
Use your favorite gluten-free pasta, a 1:1 gluten-free flour blend in the roux, and gluten-free panko. Gluten-free pasta goes soft fast, so cook it at least 2 minutes short.
Can I double it?
Yes. Make the sauce in a big Dutch oven and bake it in two 9×13 pans, rather than one deeper dish, so it bakes evenly and everyone gets some of the crunchy top.
Creamy Baked Mac and Cheese
Equipment
- 9×13-inch baking dish
- Large pot for the pasta
- Large saucepan or Dutch oven for the sauce
- whisk
- Box grater
Ingredients
Pasta
- 12 ounces medium pasta shells or elbow macaroni
- 1 tablespoon butter
Crumb topping
- 1 cup panko breadcrumbs
- 1/4 cup grated Parmesan
- 3 tablespoons butter , melted
Cheese sauce
- 6 tablespoons butter
- 1/2 cup all-purpose flour
- 4 cups whole milk, warmed
- 1 teaspoon dry mustard
- 1/2 teaspoon garlic powder
- 1/2 teaspoon onion powder
- 1/2 teaspoon smoked paprika
- 1 teaspoon salt , plus more to taste
- 1/4 teaspoon black pepper
- 12 ounces extra-sharp cheddar, shredded (about 3 cups)
- 6 ounces Colby Jack, shredded (about 1 1/2 cups)
- 2 ounces deli American cheese (about 3 slices), torn into pieces
Instructions
- Heat the oven to 350°F and grease a 9×13-inch baking dish.
- Boil the pasta in well-salted water for 2 minutes less than the package directions. Drain, return to the pot, and toss with the butter. Set aside.
- Stir the panko, Parmesan, and melted butter together until the crumbs are evenly moistened. Set aside.
- Toss the shredded cheddar and Colby Jack together and set aside about 1/5 of it for the top.
- Melt the butter for the sauce in a large saucepan over medium heat. Whisk in the flour and cook 1 minute, whisking constantly.
- Gradually add the warm milk, whisking constantly until smooth. Whisk in the dry mustard, garlic powder, onion powder, smoked paprika, salt, and pepper.
- Simmer gently, stirring often, until the sauce coats the back of a spoon, 5 to 8 minutes.
- Remove the pot from the heat. Stir in the American cheese until melted, then the remaining shredded cheese a handful at a time until smooth. Taste and add more salt if needed.
- Spread the pasta in the greased baking dish, pour the sauce over it, and stir to coat. It should look loose and saucy.
- Sprinkle with the reserved cheese, then the crumb topping.
- Bake uncovered about 20 minutes, until bubbling at the edges and golden on top. Tent loosely with foil if the top browns too fast.
- Let rest 10 minutes before serving.
Nutrition
Notes
- Cheese: Shred it from the block for the smoothest sauce. Monterey Jack, Gruyère, or mild cheddar can replace the Colby Jack. Use deli-sliced American cheese for the creamiest sauce; without it, the sauce sets up a little thicker.
- Even saucier: Use 10 ounces of pasta with the same amount of sauce, and take it out of the oven as soon as the crumbs are golden.
- Pasta shapes: Elbow macaroni or cavatappi work in place of shells. Use the same 12 ounces; a full pound makes it less saucy.
- Make ahead: Assemble through step 9, cool, cover, and refrigerate up to 1 day. Before baking, pour 1/2 cup milk evenly over the top, then add the reserved cheese and crumb topping. Bake covered 20 minutes, then uncovered 20 to 25 minutes, until hot and bubbling.
- Lactose free: Use lactose-free whole milk. Swap the Colby Jack and American cheese for more aged cheddar or a lactose-free shredded cheese.
- Gluten free: Use gluten-free pasta (cook at least 2 minutes short), a 1:1 gluten-free flour blend, and gluten-free panko.
- Storage: Refrigerate in an airtight container for up to 4 days, or freeze for up to 3 months. Thaw frozen mac and cheese overnight in the fridge.
- Reheating: Add a splash of milk. Microwave single servings in 30-second bursts, stirring in between, or cover a larger dish with foil and warm at 350°F for about 20 minutes.
How to Trust This Recipe
To help you feel confident that this is real food made in a real home kitchen and eaten by real people, I like to snap a special photo at the end and share it unedited… here is my baked mac & cheese on my counter right after making it.
The above photo was taken with ProofMode, which attaches Content Credentials (the C2PA standard) to the image, so anyone can check that it’s a real photo taken by my iPhone on my farm on a particular date and place. Click here to download the proof files and learn how to verify that it is legitimate.
If your baked mac and cheese has always come out of the oven a little dry, give the loose sauce a try. I’d love to hear how yours turns out.
Happy cooking!
Love,
Jennifer
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Meet Jennifer
Jennifer cooks and experiments in the kitchen at Maker Farm, where she focuses on simple pantry cooking, homemade staples, and practical recipes that make everyday meals easier. Over the years she has tested many ways to make cooking simpler and more dependable, and shares the methods that work best in her own kitchen, occasionally showing them on her Heart to Home at Maker Farm vlog.