In this homemade mac and cheese recipe, macaroni is coated in a creamy cheese sauce, then baked with crispy breadcrumbs on top. Made with 3 cheeses, it's a comforting meal or side dish!
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This homemade mac and cheese recipe is the ultimate comfort food. It stars a creamy homemade cheese sauce, tender macaroni noodles, and a breadcrumb topping that becomes crisp and golden in the oven.
My kids (and husband) love this baked mac and cheese for dinner, and it’s also a crowd-pleasing holiday side dish. Made with 3 types of cheese, it’s rich, flavorful, and guaranteed to be a hit!

Homemade Mac and Cheese Ingredients
Here’s what you’ll need to make this homemade baked mac and cheese:
- Macaroni, of course! This cute elbow pasta is perfect for cradling the cheesy sauce. Feel free to use another type of short pasta if you prefer. Medium shells and cavatappi are also great!
- Sharp cheddar and Gruyere cheese – I think cheddar and Gruyere are the best cheeses for mac and cheese. They’re both excellent melting cheeses, so they create a delicious smooth and creamy sauce. They also have great flavor. The cheddar is tangy, while the Gruyere is nutty. That said, you can change up the cheeses in this recipe if you’d like. The most important thing is to choose ones that melt well. Monterey Jack, low-moisture mozzarella, Gouda, and Swiss cheese would all work here.
- Butter, flour, and whole milk – These ingredients form a simple béchamel sauce, the starting point for the cheese sauce in this recipe. You’ll use the butter and flour to make a roux, which will thicken the sauce. Then, you’ll whisk in the milk to give the sauce body.
- Garlic – For sharp depth of flavor.
- Dijon mustard – Many classic mac and cheese recipes call for mustard powder, but because I always have Dijon mustard on hand, I add it instead. It gives the sauce delicious tang.
- Smoked paprika – For a subtle smoky taste.
- Panko breadcrumbs – They create a light, crispy topping for the creamy mac and cheese.
- Extra-virgin olive oil – You’ll toss it with the breadcrumbs to help them crisp up as they bake.
- Parmesan cheese – I add it to the breadcrumb topping for a salty, cheesy kick.
- And salt and pepper – To make all the flavors pop!
Find the complete recipe with measurements below.

How to Make Mac and Cheese
This macaroni and cheese recipe has four main steps:
1. Prep the breadcrumb topping. Toss the panko with the olive oil, then the Parmesan.
2. Cook the pasta. Boil the noodles for less time than you normally would, until they’re a little firmer than al dente. They’ll continue to soften as they bake in the oven.
3. Make the cheese sauce. First, make a roux with the butter and flour. Cook until it turns light brown, then slowly pour in the milk while whisking. Add the seasonings and bring the sauce to a simmer.
Reduce the heat to low and gradually add the cheddar and Gruyère cheeses. Whisk until smooth, then cook the sauce over medium-low heat until it thickens slightly, 6 to 8 minutes. It should be thick enough to coat the back of a spoon. Keep in mind that it will continue to thicken once you add the pasta and bake.

4. Assemble and bake. Add the cooked macaroni to the sauce, then transfer to a 9×13-inch baking dish.
Sprinkle with the breadcrumb topping and bake at 425°F until the topping is crisp and the cheese is bubbling, about 20 minutes. Enjoy!
Recipe Variation
For a stovetop version of this recipe, skip the breadcrumb topping and baking step. Boil the pasta a bit longer, until it’s fully al dente. Then, add the pasta to the cheese sauce, season to taste, and serve!

Tips for the Best Homemade Mac and Cheese
- Undercook the pasta before baking. Boil it until it’s just shy of al dente, about 1 minute less than the time listed on the package. The noodles will soften fully as they bake in the oven.
- Grate the cheese yourself. Pre-shredded cheese will not work here! It’s coated in anti-caking agents that prevent it from melting into a smooth and creamy cheese sauce. For the best results, always use fresh grated cheese.
- Whisk constantly while you make the sauce. Whisking is crucial for evenly dispersing the roux in the milk, yielding a thick, creamy sauce without lumps. It also prevents the sauce from scorching on the bottom of the pot.
- Add the cheese gradually over low heat. If you add too much at once, it won’t incorporate evenly into the sauce. Instead, add a little at a time. After each addition, whisk until the cheese melts into the sauce and the sauce is smooth before adding more. Keeping the sauce over low heat while you add the cheese will prevent the sauce from splitting.

Make-Ahead Tips
You can prep this recipe up to 1 day in advance. Make the cheese sauce, add the cooked noodles, and spread the mac and cheese in the prepared baking dish. DON’T bake it at this point. Instead, cover the dish with foil or plastic wrap and store it in the refrigerator. Wait to make the breadcrumb topping until the next day.
When you’re ready to bake, uncover the macaroni and cheese and let it stand at room temperature for 30 minutes to 1 hour. Sprinkle with the breadcrumb topping and bake at 425°F for 25 to 35 minutes, or until the topping is golden and the middle is heated through.
How to Store Mac and Cheese
Store leftover mac and cheese in an airtight container in the refrigerator for up to 4 days. It reheats well in the microwave or in a 325°F oven.
You can also freeze mac and cheese, though it will be less creamy once it thaws. Freeze it in an airtight container or covered baking dish for up to 3 months. Thaw and reheat individual portions in the microwave. If you’re reheating a full pan, let it thaw overnight in the fridge before reheating in a 325°F oven.
For more cheesy recipes, check out my broccoli cheddar soup, scalloped potatoes, or butternut squash mac and cheese next!

Homemade Mac and Cheese
Ingredients
- 1 cup panko breadcrumbs
- 1 tablespoon extra-virgin olive oil, plus more for drizzling
- ¼ cup freshly grated Parmesan cheese
- 1 pound elbow macaroni noodles
- 4 tablespoons unsalted butter
- ¼ cup all-purpose flour
- 4 cups whole milk
- 1 garlic clove, grated
- 1 teaspoon Dijon mustard
- ½ teaspoon smoked paprika
- ½ teaspoon sea salt
- 10 ounces sharp cheddar cheese, grated (about 4 cups)
- 10 ounces Gruyère cheese, grated (about 4 cups)
- Freshly ground black pepper
Instructions
- Preheat the oven to 425°F and oil a 9x13-inch baking dish.
- In a small bowl, place the breadcrumbs and olive oil. Toss to coat the breadcrumbs, then add the Parmesan cheese and toss to combine.
- Bring a large pot of salted water to a boil. Prepare the macaroni according to the package instructions, cooking it a minute shy of al dente. Drain and toss with a drizzle of olive oil to prevent sticking.
- In another large pot (or wash and dry the pasta pot and reuse it), melt the butter over medium heat. Add the flour and cook, whisking continuously, until the mixture is light golden brown, about 4 minutes. Slowly whisk in the milk. Add the garlic, mustard, paprika, salt, and several grinds of pepper and bring to a simmer, whisking continuously.
- Reduce the heat to low. Gradually add the cheddar and Gruyère cheeses, whisking after each addition, until all the cheese is melted. Cook, whisking often, over medium-low heat for 6 to 8 minutes, or until the sauce thickens slightly. Add the cooked pasta and stir to coat.
- Transfer to the prepared baking dish and top with the breadcrumb mixture. Bake until the topping is golden brown and the cheese is bubbling, 20 to 25 minutes.
Recipe adapted from Alison Roman.










Can you use aiming milk instead of whole milk?
Can this recipe be halved?
yes, if you have a smaller pan.
So excited to make this. I want to serve at the superbowl. Can I prepare the night before and bake day of?
Hi Kelly, it’ll work, but it’ll be more dry than freshly made since the noodles will soak up more of the sauce. You could potentially use a little less pasta so that the noodles would soak up less.
Made this to go along with oven roasted mushrooms and baked chicken. I left out the paprika. I used panko breadcrumbs and only saw your message after, and yes 2 cups was too much. I used one slice of americano cheese. I used paprika in the breadcrumbs. Inspite of all the substitutions, my Mac and cheese came out fantastic. Your recipe was on point. Thank you for sharing it. Love your recipes.
*parmesan cheese in the breadcrumbs.
I’m so glad you loved it!
Hi – Wanted to make this for Thanksgiving – can it be made a day ahead and baked day of?
Can 2% milk be used?
Great recipe. I agree with the reviewer, Julia – you should halve the breadcrumbs.
Sooooo good and cheesy. Also very easy!
So yummy and Creamy! It’s in the oven now! I can’t wait! 🧀
Am I able to make the sauce and boil the macaroni the night before and then assemble and bake following day?
Hi Teraysa, the cheese will harden in the fridge. I would just assemble the whole thing and bake it the next day, adding a little more time if necessary.
This was delicious! I’ve never made macaroni and cheese before and it did not disappoint. We live in Switzerland so I only used Gruyère.
how do I make the crumbs?
Buy them lol
If I wanted to make this recipe vegetarian what type of cheese should I substitute for the Gruyère?
Hi Chris, you could just use more cheddar!
If you want to make it vegetarian then hope you can find some Gruyere and cheddar that are vegetarian at places like Trader Joe’s , ALDIs. I typically find my vegetarian (no animal rennet) cheeses there.
Very good. I changed up the cheese based on what I had, and made a smaller sized batch, but the proportions and techniques are solid, the best mac and cheese I’ve ever had. Thanks
I’m so glad you loved it!
This gourmet Mac and Cheese recipe is so amazing and delicious, thanks for sharing this recipe ! We absolutely love it and will make this again and will make it for the next family get-together too !
Hi Linda, I’m so glad you loved the mac and cheese!
This is the best and every one loves when I bake it!!
Made this for my bf two weeks ago and and he’s already requesting it for a little party he’s throwing this weekend. Easy to cut down to smaller size if needed, some recipes call for an insane amount of cheese and this is just right – still quite a bit. ?
Hi Wren, I’m so glad the recipe is a hit!
Way too many breadcrumbs, but otherwise fantastic recipe
Can I make this the day before, not adding breadcrumbs until I cook it the next day?
Hello, this was my first time making baked mac and cheese. Never tried with the bread crumbs before, but your directions in the recipe made it so easy. Going to be made a lot for family get-togethers. Thank you.
Hi Bruce, I’m so glad you liked the mac and cheese!
Following your Mac and Cheese recipe, I made it for the Thanksgiving Dinner. Absolutely delicious! Everyone loved and enjoyed! Thank you for sharing ❤️
Hi Jasna, I’m so glad the mac and cheese was a hit!