Name: Baked Mac and Cheese
Prep time: 15 min
Cook time: 35 min
Total time: 50 min
Ingredients: 1 pound pasta (elbow macaroni); 3 cups milk; 1 cup heavy cream; 1/2 cup flour; 1/2 cup unsalted butter; 1/2 tsp nutmeg; 1/4 tsp paprika; 3/4 tsp salt (plus 1 tsp for salting the pasta water); 3/4 tsp black pepper (freshly ground); 10 oz gruyere cheese (freshly grated); 10 oz sharp cheddar (freshly grated, plus more for the top layer); 1/3 cup parmesan; 1 cup bread crumbs

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Watch the full video below to see exactly how I make this creamy, dreamy mac and cheese from scratch. For more recipes like this, visit my YouTube channel.

Baked Mac and Cheese Video

About This Recipe

Macaroni and cheese — also called mac and cheese in the United States and macaroni cheese in the United Kingdom — is a dish of cooked macaroni pasta and a cheese sauce, most commonly cheddar. It can also incorporate other ingredients, such as breadcrumbs or meat.

Traditional macaroni and cheese is a casserole baked in the oven; however, it may be prepared in a saucepan on top of the stove. The cheese is often first incorporated into a béchamel sauce to create a Mornay sauce, which is then added to the pasta. In the United States, it is considered the ultimate comfort food.

This version uses a blend of gruyere, sharp cheddar, and parmesan for a rich, complex flavor. The toasted breadcrumb topping adds the perfect crunch to contrast the creamy cheese sauce underneath.

Ingredients for Baked Mac and Cheese

1 pound pasta — elbow macaroni works best
3 cups milk — whole milk for the creamiest result
1 cup heavy cream — adds richness to the sauce
½ cup flour — thickens the béchamel base
½ cup unsalted butter — for the roux and breadcrumbs
½ teaspoon nutmeg — a classic French touch
¼ teaspoon paprika — subtle warmth and color
¾ teaspoon salt — plus 1 teaspoon for salting the pasta water
¾ teaspoon black pepper — freshly ground
10 oz gruyere cheese — freshly grated for smooth melting
10 oz sharp cheddar — freshly grated, plus more for topping
⅓ cup parmesan — adds a salty, nutty depth
1 cup bread crumbs — for the crispy golden topping

Substitutions & Variations

Gruyere cheese: Replace with queso de freír or Gouda for a more accessible option that still provides excellent melting properties and a slightly nuttier flavor profile.
Heavy cream: Substitute with evaporated milk (leche evaporada) for a richer, slightly caramelized flavor that's popular in Caribbean cooking and creates an equally creamy texture.
Nutmeg: Use a pinch of ground cinnamon or allspice instead to add warmth with a subtle Caribbean spice note that complements the cheese beautifully.
Bread crumbs: Crush up plantain chips or cassava chips for a Caribbean-inspired crunchy topping that adds both texture and a hint of tropical flavor.
Elbow macaroni: Try using conchiglie (shell pasta) or cavatappi to create more surface area for the cheese sauce to cling to, resulting in an even creamier bite.
Sharp cheddar: Mix in some aged white cheddar with a small amount of queso blanco for a milder, creamier profile that appeals to those who prefer less sharp flavors.

How to Make Baked Mac and Cheese

Add pasta to a pot of boiling salted water. Cook according to package instructions and drain when al dente. The pasta should be ready just before your sauce.
While the pasta is cooking, heat the milk and cream in a pot, making sure not to allow it to come to a boil.
Melt 7 tablespoons of unsalted butter in a large pot. Add the flour and whisk while it cooks on low heat for 2 to 3 minutes.
Add the hot milk and cream while whisking and cook until thickened, 3-4 minutes.
Remove from heat and mix in the gruyere, cheddar, parmesan, salt, nutmeg, paprika, and pepper.
Melt one or two tablespoons of butter in a pan and mix with the breadcrumbs. Cook over medium heat while stirring until the breadcrumbs are a light golden color. Season with salt and pepper to taste, then mix in about three tablespoons of shredded parmesan.
Add the cooked pasta to the cheese sauce and mix well. Transfer to a baking dish and top with more cheddar, parmesan, and the toasted breadcrumb mixture.
Bake at 375°F for about 35 minutes until golden and bubbly.

What to Serve With Baked Mac and Cheese

Nothing beats the classic American cookout combination of baked mac and cheese alongside smoky BBQ ribs or tender pulled pork. The creamy, indulgent cheese sauce provides the perfect cooling contrast to spicy barbecue flavors, while the pasta's comforting texture complements the hearty, smoky meats that define outdoor gatherings.

For a soul food feast that never disappoints, pair your mac and cheese with crispy fried chicken. This iconic duo brings together two comfort food champions where the rich, velvety cheese creates a luxurious backdrop for the chicken's golden, crunchy exterior and juicy interior.

Balance is key when serving such a rich dish, which is why fresh vegetables like steamed broccoli, green beans, or a crisp side salad make excellent companions. These lighter options cut through the heaviness of the cheese sauce with bright flavors and varied textures, ensuring your meal feels complete rather than overwhelming.

Frequently Asked Questions

Can I make this ahead of time?
Yes! Assemble the mac and cheese in the baking dish, cover tightly with foil, and refrigerate for up to 24 hours. Add the breadcrumb topping just before baking. You may need an extra 5-10 minutes in the oven since it will be cold.

Can I use pre-shredded cheese?
I strongly recommend freshly grating your cheese. Pre-shredded cheese contains anti-caking agents like cellulose that prevent it from melting smoothly and can result in a grainy sauce.

What pasta shape works best?
Elbow macaroni is the classic choice, but cavatappi, shells, or penne also work great — any shape with curves or ridges to hold the cheese sauce.

How do I store leftovers?
Store in an airtight container in the refrigerator for up to 4 days. Reheat in the oven at 350°F with a splash of milk to restore creaminess, or microwave individual portions.