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Baked Macaroni and Cheese - cheesy, creamy perfection! The ultimate macaroni and cheese dish that will make your taste buds sigh like a comfort dish should! #baked #macaroniandcheese #macandcheese #maindish |https://withpeanutbutterontop.com

Baked Macaroni and Cheese

The ultimate Baked Macaroni and Cheese! Creamy and cheesy the way mac and cheese should be, with a delicious, crispy, buttery breadcrumb topping. Sure to be a hit at your table as a main dish or side dish option!
Course Main Dish, Side Dish
Cuisine American
Keyword Baked, Mac and Cheese, Macaroni and Cheese, Pasta
Prep Time 10 minutes
Cook Time 20 minutes
Total Time 30 minutes
Servings 8 servings
Calories 576kcal
Author Samantha Buckner



  • 1 lb shells pasta, or elbow pasta
  • 1 1/2 tbsp olive oil, or sub butter


  • 1/2 cup butter
  • 1/2 cup all-purpose flour
  • 4 cups milk
  • 1 tsp salt, more or less, to taste
  • 1/2 tsp pepper, more or less, to taste
  • 1 1/2 tsp garlic powder
  • 1 tsp onion powder
  • 1/2 tsp paprika
  • 1 tsp ground mustard
  • 2 1/2 cups extra-sharp cheddar cheese, shredded by hand


  • 2/3 cup panko breadcrumbs
  • 3 tbsp parmesan cheese
  • 2 tbsp butter, melted
  • 1 1/2 tsp italian seasoning
  • 1/2 tsp salt, more or less, to taste


  • Preheat oven to 350 degrees F. Lightly grease a 9 x 12 baking dish.
  • Bring a large pot of salted water to a boil. Stir in the elbow (or macaroni) pasta; cook until al dente (check the package for correct time, pasta varies). Strain well and pour the noodles back into the pot. Toss with the olive oil or butter to thoroughly coat.
  • While the pasta is cooking, place a large saucepan over medium heat with butter. Once the butter has melted, stir in the flour and mix until no longer clumpy. 
  • Add in the milk, salt, pepper, garlic powder, onion powder, paprika, and ground mustard. Whisk until smooth.
  • Cook, whisking consistently for 4-5 minutes, or until the sauce has thickened to a cream-like consistency. Remove from heat.
  • Stir in the shredded cheese. Taste test to adjust seasonings (salt, pepper, etc) to suit your preference.
  • Pour the sauce into the pot with the pasta and stir to thoroughly mix. Transfer the macaroni and cheese to the prepared baking dish.
  • Sprinkle with the breadcrumb topping. Bake for 20-22 minutes or until the top is a light, golden brown.


  • CHEESE: You can substitute with monterey-jack, colby, gruyere, white cheddar, hevarti, etc. Stick with a sharp cheese. You can use mild cheese, but keep in mind that it won't have that punch of flavor that traditional mac n' cheese does. So combine it with a sharp cheese.
  • SAUCE: If your sauce starts to thicken too much - add a splash of milk. If it's a touch too thin - add a bit more cheese.
  • BREADCRUMBS: Panko breadcrumbs are used in this recipe, as they are a coarser, larger texture than traditional breadcrumbs. If you don't have panko, you can certainly use regular breadcrumbs. If the breadcrumbs are seasoned, omit the salt and italian seasoning.


Serving: 1serving | Calories: 576kcal | Carbohydrates: 54g | Protein: 18g | Fat: 31g | Saturated Fat: 17g | Cholesterol: 76mg | Sodium: 933mg | Potassium: 186mg | Fiber: 2g | Sugar: 2g | Vitamin A: 885IU | Calcium: 307mg | Iron: 1.8mg