Homemade Baked Mac and Cheese

This is a classic baked mac and cheese, perfect as a side dish. It starts with a standard béchamel sauce that is thickened with a roux, loaded with sharp cheddar and colby jack, and then baked with a breadcrumb topping until crispy and golden brown.
Published: November 5, 2025
by Maribelle Harper

Ingredients

  • 6 tablespoons salted butter
  • 6 tablespoons all-purpose flour
  • 2 cups whole milk
  • 1 cup heavy cream
  • 8 oz sharp cheddar cheese, shredded
  • 8 oz colby jack cheese, shredded
  • 3 cups dry noodles (about 1lb box) – shells, cavatappi, or rigatoni work well
  • 1/4 cup (2 oz) reserved pasta water
  • 1 cup seasoned breadcrumbs or panko
  • Salt, to taste
  • Black pepper, to taste
  • Paprika, to taste
  • 1 pinch of nutmeg

Cook the Pasta

Preheat your oven to 375°F.

Fill a large pot with water and set it to boil. Once it’s boiling, add a good amount of salt and your noodles.

Cook the pasta for ~10 minutes, or until just al dente.

Before you drain the pasta, reserve about 1/4 cup of the starchy pasta water. This water is key to making the sauce creamy. Drain the noodles and set them aside.

Make the Cheese Sauce (Béchamel)

While the pasta is cooking, heat a large skillet or pot over medium heat. Add the 6 tablespoons of butter and let it melt.

Add the 6 tablespoons of flour and stir immediately with a whisk or wooden spoon. You need to form a paste, or roux.

Add your seasonings – salt, pepper, paprika, and a tiny pinch of nutmeg.

Keep stirring the roux and spices constantly for ~4-5 minutes. You must cook the raw flour taste out, and toasting the spices this way brings out their flavor.

Slowly, just a little at a time, add the 2 cups of whole milk.

The roux will look like it’s separating or clumping at first; this is normal. Just keep whisking vigorously, and it will come together into a smooth sauce.

Once all the milk is incorporated, whisk in the 1 cup of heavy cream.

Keep whisking as the sauce heats up. It will start to thicken; you’ll feel the resistance on the whisk.

Combine and Bake

Once the sauce is steaming (but not boiling), turn the heat down and start adding the shredded cheese in small handfuls.

Stir until each addition is melted before adding the next.

Reserve some of the cheese (about 1/2 cup) to sprinkle on top before baking.

Add the cooked noodles into the cheese sauce along with the 1/4 cup of reserved pasta water.

Stir everything together and let it cook for ~1-2 minutes so the pasta can absorb some of the sauce.

Grease an oven-safe baking dish and pour the mac and cheese into it.

Evenly sprinkle the remaining cheese on top, followed by the 1 cup of panko or breadcrumbs.

Bake and Broil

Place the dish on the middle rack of your oven and bake for ~15 minutes.

After 15 minutes, the sauce should be bubbling. Set your oven to broil.

Keep a very close eye on the pasta; the broiler will make the breadcrumbs crispy and golden brown, but it can burn in seconds.

Once the top is toasted, remove it from the oven. Let it stand for ~1-2 minutes before serving.

Homemade Baked Mac and Cheese

This is a classic baked mac and cheese, perfect as a side dish. It starts with a standard béchamel sauce that is thickened with a roux, loaded with sharp cheddar and colby jack, and then baked with a breadcrumb topping until crispy and golden brown.
Prep Time 20 minutes
Cook Time 30 minutes
Total Time 50 minutes

Ingredients

  • 6 tablespoons salted butter
  • 6 tablespoons all-purpose flour
  • 2 cups whole milk
  • 1 cup heavy cream
  • 8 oz sharp cheddar cheese shredded
  • 8 oz colby jack cheese shredded
  • 1 lb box cavatappi, or rigatoni work well
  • 1/4 cup reserved pasta water 2 oz
  • 1 cup seasoned breadcrumbs or panko
  • Salt to taste
  • Black pepper to taste
  • Paprika to taste
  • 1 pinch nutmeg

Instructions

  • Boil salted water and cook noodles for 10 minutes until al dente. Reserve 1/4 cup pasta water before draining.
  • Melt butter in skillet, add flour to create roux. Stir in salt, pepper, paprika, and nutmeg for 4-5 minutes.
  • Slowly whisk in milk and cream until sauce thickens. Add cheese in batches, stirring until melted.
  • Mix pasta and reserved water into cheese sauce. Transfer to greased baking dish.
  • Top with remaining cheese and breadcrumbs. Bake at 375°F for 15 minutes.
  • Broil 1-2 minutes until breadcrumbs are golden brown. Let stand briefly before serving.

Notes

Watch carefully during broiling to prevent burning.

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