Craving the ultimate comfort food? Look no further! This creamy baked macaroni and cheese recipe is a game-changer, delivering the creamiest, cheesiest, and most satisfying mac and cheese you’ve ever tasted.

We’re talking perfectly cooked pasta, a rich, velvety cheese sauce, and a golden, crunchy topping that takes it to the next level. Whether you’re a seasoned chef or a kitchen newbie, this easy-to-follow guide will have you serving up a crowd-pleasing dish in no time.
Every time I make this to take to a get-together, everyone says it’s the best macaroni and cheese they’ve ever had, and I’m asked for the recipe. I thought it was about time to put pen to paper and get this posted.
Creamy Baked Mac and Cheese Ingredients:
For the Macaroni:
- 1 pound macaroni or cellentani pasta (I prefer the Barilla cellentani pasta)
- 2 Tbsp kosher salt
- 4 quarts water
For the Cheese sauce:
- 6 Tbsp butter
- 1/3 cup flour
- 1 1/2 tsp kosher salt
- 1 tsp dry mustard
- 1 tsp black pepper
- 1 cup heavy cream
- 3 cups milk
- 2 tsp Frank’s RedHot Sauce ( or other hot sauce of your preference – adjust to taste)
- 20 oz cheddar cheese (buy block cheese and shred yourself for best results)
- 1 mini-block (4 oz) Velveeta (may substitute cream cheese)
For the panko topping:
- 2/3 cup panko breadcrumbs
- 2 Tbsp olive oil
- ¼ tsp kosher salt
- ¼ tsp black pepper
- 2 Tbsp grated parmesan cheese
Directions for Creamy Baked Mac and Cheese
Preheat & prep:
- Preheat oven to 375°F (190°C). Lightly butter or spray a 9×13-inch baking dish
Cook the pasta
- In a large pot, bring 4 quarts of water to a boil. Then add 1 tablespoon of kosher salt.
- Add the pasta and stir frequently to keep it from sticking.
- Cook to al dente, about 1 minute less than package instructions.
- Drain and return the pasta to the pot to keep it warm. Meanwhile, begin prepping for the cheese sauce.
Make the Creamy Mac and cheese sauce
- In a large deep skillet or Dutch oven, add the butter and melt over medium heat.
- Whisk in the flour, kosher salt, dry mustard, and black pepper. Cook until the mixture forms a paste-like consistency, about 2 minutes.
- Gradually whisk in the milk and heavy cream, ensuring no lumps form.
- Bring the mixture to a simmer, whisking frequently until the sauce thickens, about 5 minutes.
- Reduce the heat to low. Add the shredded cheddar cheese, a little at a time, whisking until melted. Reserve one cup of the shredded cheddar to add at the end.
- Once the cheddar cheese is incorporated, cut the Velveeta block (or cream cheese) into small pieces. Add them to the cheese sauce and continue whisking until they have thoroughly melted.
- Finally, stir in your desired amount of hot sauce.

Assemble & bake
- Combine the cheese sauce and the pasta, mix well.
- Stir in the remaining cup of shredded cheddar cheese.
- Pour the macaroni and cheese into the prepared baking dish.
- Bake for 20-25 minutes or until hot and bubbly.
- While baking, prepare the crunchy topping.

Prepare the topping
- Heat olive oil in a small skillet over medium heat.
- Add the panko breadcrumbs, salt, and pepper.
- Cook, stirring frequently until the panko is golden brown.
- Remove from heat and spread the topping on a paper plate or cookie sheet lined with a paper towel to absorb any excess oil.
- Allow to cool slightly before adding the grated parmesan cheese.

Final step for making the ultimate Creamy baked mac and cheese
- Remove the delicious hot and bubbly macaroni and cheese from the oven, top with the crispy cheesy panko breadcrumbs, and enjoy!

tips to perfect & personalize your dish
- Customize your cheese blend: Substitute some Gruyere, Smoked Gouda, or Pepper Jack for a little funky flavor, if that’s your jam.
- Heat Adjuster: Dial up the heat and try a little Tabasco, or tone it down by adding only one teaspoon of Frank’s RedHot Sauce or another preferred brand. Also, feel free to leave it out altogether.
- Pro tips for creamiest cheese sauce: Do not use pre-shredded cheese in a bag. That cheese is coated with a powder to keep it from clumping and it doesn’t melt as well as block cheese that you shred yourself. When heating any cheese sauce, do not let the sauce temperature exceed 180°F. Above this temperature, the fat can separate from the cheese, causing it to break or curdle. Always heat the sauce gently over low to medium heat, stirring continuously.
- Make-Ahead Options: Prepare the macaroni and the cheese sauce, combine with the cooked pasta, and add to the prepared baking dish. Allow the dish to cool completely, then wrap it in plastic wrap and store it in the fridge until ready to bake (up to 2-3 days). When ready to serve, remove the plastic wrap and bake until heated through, about 40 – 45 minutes. If freezing, wrap your pan in plastic wrap and then foil. When ready to serve, allow to thaw overnight in the fridge, and then follow the directions above. Do not top with the panko topping on until ready to serve!
- Additional Topping Suggestions: Chopped Bacon, Crispy Fried Onions, Pulled Pork, Sloppy Joe Meat…the options are endless!
more comfort food Options
Ultimate Creamy Baked Macaroni and Cheese
Ingredients
For the Macaroni:
- 1 pound macaroni or cellentani pasta (I prefer the Barilla cellentani pasta)
- 2 Tbsp kosher salt
- 4 quarts water
For the Cheese Sauce:
- 6 Tbsp butter
- 1/3 cup flour
- 1 1/2 tsp kosher salt
- 1 tsp dry mustard
- 1 tsp black pepper
- 1 cup heavy cream
- 3 cups milk
- 2 tsp Frank's RedHot Sauce (or other hot sauce of your preference – adjust to taste)
- 20 oz cheddar cheese, shredded (buy the block cheese and shred yourself versus buying the bag of pre-shredded cheese)
- 1 mini-block Velveeta – 4 oz (may substitute cream cheese)
For the Topping:
- 2/3 cup panko breadcrumbs
- 2 Tbsp olive oil
- ¼ tsp kosher salt
- ¼ tsp black pepper
- 2 Tbsp grated parmesan cheese
Instructions
Preheat & Prep:
- Preheat oven to 375°F (190°C). Lightly butter or spray a 9×13-inch baking dish
Cook the pasta:
- In a large pot, bring 4 quarts of water to a boil and add 1 tablespoon of kosher salt. Add pasta and stir frequently to keep it from sticking. Cook to al dente, about 1 minute less than package instructions. Drain and return the pasta to the pot to keep warm. Meanwhile, begin prepping for the cheese sauce.
Make the Cheese Sauce:
- In a large deep skillet or Dutch oven, add the butter and melt over medium heat.
- Whisk in the flour, kosher salt, dry mustard, and black pepper. Cook until the mixture forms a paste-like consistency, about 2 minutes.
- Gradually whisk in the milk and heavy cream, ensuring no lumps form.
- Bring the mixture to a simmer, whisking frequently until the sauce thickens, about 5 minutes.
- Reduce the heat to low. Add the shredded cheddar cheese, a little at a time, whisking until melted. Reserve one cup of the shredded cheddar to add at the end.
- Once the cheddar cheese is completely incorporated, cut the Velveeta block (or cream cheese) into small pieces. Add them to the sauce and continue whisking until they have thoroughly melted.
- Finally, stir in your desired amount of hot sauce.
Assemble and Bake:
- Combine the cheese sauce and the pasta, mix well.
- Stir in the remaining cup of shredded cheddar cheese.
- Pour the macaroni and cheese into the prepared baking dish
- Bake for 20 – 25 minutes or until hot and bubbly.
- While baking, prepare the crunchy topping
Prepare the Topping:
- Heat olive oil in a small skillet over medium heat.
- Add the panko breadcrumbs, salt, and pepper.
- Cook, stirring frequently until the panko is golden brown.
- Remove from heat and spread the topping on a paper plate or cookie sheet lined with a paper towel to absorb any excess oil.
- Allow to cool slightly before adding the grated parmesan cheese.
Final Step:
- Remove the delicious hot and bubbly macaroni and cheese from the oven, top with the crispy, cheesy panko breadcrumbs, and enjoy the Best Baked Macaroni and Cheese!
Tips to Perfect and Personalize Your Dish
- Customize your cheese blend: Substitute some Gruyere, smoked Gouda, or Pepper Jack for a little funky flavor, if that’s your jam.
- Heat Adjuster: Dial up the heat and try a little Tabasco, or tone it down by adding only one teaspoon of Frank's RedHot Sauce or another preferred brand. Also, feel free to leave it out altogether.
- Pro tips for creamiest cheese sauce: Do not use pre-shredded cheese in a bag. That cheese is coated with a powder to keep it from clumping and it doesn't melt as well as block cheese that you shred yourself. When heating any cheese sauce, do not let the sauce temperature exceed 180°F. Above this temperature, the fat can separate from the cheese, causing it to break or curdle. Always heat sauce gently over low to medium heat, stirring continuously.
- Make-Ahead Options: Prepare the macaroni and the cheese sauce, combine with the cooked pasta, and add to the prepared baking dish. Allow the dish to cool completely, then wrap it in plastic wrap and store it in the fridge until ready to bake (up to 2-3 days). When ready to serve, remove the plastic wrap and bake until heated through, about 40 – 45 minutes. If freezing, wrap your pan in plastic wrap and then foil. When ready to serve, allow to thaw overnight in the fridge, and then follow the directions above. Do not top with the panko topping on until ready to serve!
- Additional Topping Suggestions: Chopped Bacon, Crispy Fried Onions, Pulled Pork, Sloppy Joe Meat…the options are endless

I can’t wait to make this!! I love Mac and cheese!!
Hope you love it!!