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A white bowl of baked macaroni and cheese

Grandma’s Baked Mac and Cheese

5 Stars 4 Stars 3 Stars 2 Stars 1 Star 5 from 2 reviews
  • Author: Julianne Dell
  • Prep Time: 30 minutes
  • Cook Time: 30 minutes
  • Total Time: 1 hour
  • Yield: 6-8 servings
  • Category: Dinner
  • Method: Oven
  • Cuisine: American


Baked Mac and Cheese is a classic recipe with pasta shells and a creamy white cheddar cheese sauce, topped with a crunchy breadcrumb topping. This homemade mac and cheese can be served as a side dish or the main course and is always a hit with everyone at the table.


  • 3 cups uncooked shell pasta
  • 3 tablespoons butter
  • 2 tablespoons all-purpose flour
  • 2 cups milk
  • 12 ounces sharp white cheddar cheese, cubed
  • 1 teaspoon salt
  • 1 teaspoon pepper

For the topping:

  • 2/3 cup panko bread crumb
  • 2 tablespoons butter, melted


  1. Pre-heat the oven to 350°F. Spray a 9-inch square pan with cooking spray. Set aside.
  2. Boil 3 cups of water in a large pot over high heat. Once boiling, add the uncooked pasta and cook until al dente, approximately 10-12 minutes. Drain the pasta and set aside.
  3. In a large sauce pan, melt the butter over medium heat. Once melted, sprinkle the flour over top and whisk to combine. The mixture will be thick.
  4. Continue cooking over medium heat until the roux thins out. Next, slowly whisk in the milk, continuing to whisk until smooth. Boil until thick and bubbly.
  5. Finally whisk in the salt & pepper and start adding the cubes of cheese, whisking into the roux. Continue stirring until all the cheese is melted.
  6. Pour the cheese sauce over the pasta and stir to combine. Pour the pasta in a 9-inch square pan.
  7. In a small bowl, combine bread crumbs with melted butter and stir until combined. Sprinkle the bread crumbs over top of the pasta.
  8. Bake for 25-30 minutes. Allow to cool for 10 minutes and serve warm.


How to store leftovers. Leftover mac and cheese should be stored in the fridge in an airtight container or covered with foil. Leftovers will last for up to 3 days.

How to reheat leftovers. Depending on the amount of leftovers, you can either reheat them in the microwave or pop them back into the oven. If reheating in the oven, cover the pan with foil to prevent the topping from burning. You may want to add a splash of milk as well to prevent the dish from drying out.


  • Serving Size: 1
  • Calories: 389
  • Sugar: 4.5 g
  • Sodium: 662.5 mg
  • Fat: 22.3 g
  • Carbohydrates: 30.4 g
  • Fiber: 1.3 g
  • Protein: 16.4 g
  • Cholesterol: 62.4 mg