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This Baked Macaroni and Cheese is a creamy cheesy timeless classic finished off with a crunchy cheese topping (yes, just a little more cheese)! You can never have too much cheesy goodness in life!

a spoonful of this easy baked macaroni and cheese

This recipe finds its way to our table on many occasions. The Holidays are not an exception. Regardless of which one it is! It is requested by the kids, my sisters family, even her in-laws want this deliciousness!

When my five year old nephew declared at Thanksgiving that this was his favorite dish of the day! Well , I have to say that made my day! He never even liked Mac N Cheese before that day – lol!

This is a bit of an indulgence, well a lot of one!! But all the cheese and butter and oops I can’t leave out the cream, make this lip smackin’ good!

What you need for Macaroni and Cheese

  • large elbow macaroni pasta
  • butter
  • sharp cheddar cheese
  • heavy cream
  • panko crumbs
  • salt & pepper

How to make Baked Macaroni and Cheese

Step 1.  First boil your noodle just 1 minute under the package instructions. I love to use large elbows because that is what my daddy loved. Making this dish makes me all warm and happy because this was his favorite.

Hug your daddy for me if he is still in this world! I sure miss mine!

macaroni noodles boiling in a pot on the stovetop to be used this easy macaroni and cheese recipe

Step 2.   THE SAUCE – Okay now for this sauce. I really think I could just eat this as a meal! I mean HEAVENLY!!

Melt that stick of butter, throw in 2 bags of shredded sharp (I use 1 extra sharp one if I have it) and heavy cream! You can lighten it up with half & half or milk. But OH THAT CREAM!

a wooden spoon stirring the cheese sauce for this baked mac and cheese recipe

Step 3.  Spray or butter your dish and pour in noodles and cover with cheese. Mix them together. You could also do this in the pan you melted the cheese in first. But this is how I always have done it.

A closeup of elbow macaroni noodles with homemade cheese sauce for this baked macaroni and cheese recipe

Step 4.  In a bowl, mix remaining cheese and panko crumbs.

a red bowl filled with grated cheddar cheese

Sprinkle mixture on top of pasta.

a closeup of this homemade macaroni and cheese ready to be baked in the oven

Step 5.  Bake at 350° for 20 to 30 minutes until bubbly and slightly browned on top.

a single serving of this baked macaroni and cheese

Then enjoy every last bite of this beautiful Baked Macaroni and Cheese!

See that butter, that was my daddy’s favorite part 😉


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a spoonful of this easy baked macaroni and cheese
4.77 from 13 votes

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Baked Macaroni and Cheese

Prep Time: 15 minutes
Cook Time: 30 minutes
Total Time: 45 minutes
Servings: 16
Author: Nikki Lee
This Baked Mac and Cheese is full of a combination of cheeses, layered into a rich and creamy cheese sauce, for ultimate cheesy deliciousness!  It's a family favorite recipe that is perfect for a comforting dinner or as a holiday side dish!


  • 1 lb large elbow macaroni pasta
  • 1 stick butter
  • 6 cups sharp cheddar cheese
  • 2 cups heavy cream
  • 1 cup panko bread crumbs
  • ¼ tsp pepper
  • salt to taste


  • In salted water cook pasta 1 minute under package instructions. Usually about 8 minutes. Drain
  • In a sauce pan melt butter over medium heat, add in 4 cups of cheese, heavy cream and salt & pepper. Stir continuously until melted, about 2 to 3 minutes.
  • Pre-heat oven to 350 degrees. Spray or butter 9 x 13 baking dish. Pour noodles in baking dish and pour sauce over and stir to combine. 
  • In a bowl mix 2 cups of cheese and panko crumbs to combine. Sprinkle evenly over the macaroni mixture. Bake for 20 to 30 minutes until bubbly and golden on top.

Nutrition Information

Serving: 11 serving Calories: 584kcal (29%) Carbohydrates: 19g (6%) Protein: 25g (50%) Fat: 46g (71%) Saturated Fat: 27g (169%) Polyunsaturated Fat: 14g Trans Fat: 2g Cholesterol: 133mg (44%) Sodium: 687mg (30%) Fiber: 1g (4%) Sugar: 2g (2%)

Nutritional Disclaimer

Soulfully Made is not a dietician or nutritionist, and any nutritional information shared is only an estimate. We recommend running the ingredients through an online nutritional calculator if you need to verify any information.

©️Soulfully Made

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  1. Hello, not meant as criticism but need to know! I do not use the bags of cornstarch coated cheese but fresh shred blocks. Do I need to make a roux to thicken the cheese sauce? Thankyou!

  2. 4 stars
    Excellent creamy cheese sauce! I added broccoli (par steamed, then roasted to dry out a bit), and I think next time I’ll add butter to the panko and cheddar topping bc it was a bit dry in spots.

  3. Love this recipe as is. Was looking for a classic mac and cheese without flour. Making it for the fourth time today. Also making baked bbq ribs and green beans.

    1. Thank you Sherry. I don’t find the flour necessary and it still holds together and is bubbly delicious! Sounds like you have the perfect meal planned! What time is dinner?

  4. I would generously rate this recipe 3/5 stars. This recipe makes a dish with some flavor. However, I had to cook my macaroni in water that had Italian seasoning, Nature’s Seasons, and pepper to give it more flavors. After that, when I was ready to add cheese I added 2 cups of finely grated cheddar cheese, 1 cup of finely grated pepperjack cheese, 1 cup of a pre-shredded Mexican cheese blend, 1/4 cup of Italian 5-cheese tomato sauce, and 3/4 cup of finely grated parmesan cheese. Once I did that, I added 1 tablespoon of paprika, 1 tablespoon of taco seasoning, and 1 teaspoon of mustard. Adding Italian sausage to it made it even more delicious from my perspective.

    1. Well what you have put together to change it up sounds like a delicious casserole, not mac and cheese. This recipe is for a classic mac and cheese. Thank you for sharing your perspective.

      1. 5 stars
        Great comment, Nikki!! I agree with you that your recipe is a delicious Mac and Cheese. Thank you!

  5. This looks amazing. Anytime I have made baked mac and cheese, it comes out dry. Looks like you’ve solved that problem 🙂 I may have to give this a try this weekend!