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Classic Baked Macaroni and Cheese

June 10, 2024

This baked macaroni and cheese recipe is a throwback to a childhood classic with an extra cheesy, velvety sauce and all the crispy crusty parts everyone will fight over.


Baked Macaroni And Cheese with panko crust and serving spoon

Homemade Mac And Cheese, FTW!

Want to learn an incredible baked macaroni and cheese recipe that will be the envy of all your friends? Here’s how to create the creamiest, easiest version of this family classic ever.

ingredients for Classic Baked Macaroni And Cheese pasta, butter, panko, flour, cream, milk

Mac And Cheese Tip #1: It’s All About the Cheese.

But you already knew that, right? Not all macaroni and cheese recipes are created equal. Our recipe is all about that cheesy triple threat combo! Our mac and cheese recipe gets a major flavor boost from Tillamook Farmstyle Thick Cut Triple Cheddar Shredded Cheese! A mouthwatering mixture of medium white cheddar cheese, sharp cheddar cheese and medium cheddar cheese, Tillamook Triple Cheddar Cheese makes ours the very best mac and cheese recipe out there! It’s one of our favorite BBQ Side Dish Recipes, too!

butter melted in a pan
flour being added to melted butter in a white sauce pan
butter and flour being cooked to make a roux in a white sauce pan.
milk being added to butter and flour mixture.

How To Make Mac And Cheese:

Homemade macaroni and cheese is seriously simple to make! With the help of pre-shredded cheese, it truly is a straightforward process that ends with a gloriously creamy pan of mac and cheese that you (and everyone you serve it to) will love! Here’s how it’s done:

  • Preheat your oven and place the rack in the center—this rack placement ensures an even, golden brown crust on top of your creamy mac and cheese!
  • Cook your pasta just one minute shy of al dente. The pasta will continue to cook in the oven, so this keeps it from becoming mushy.
  • Make a two-ingredient roux! Butter and flour is all you’ll need for this step to make a simple roux—aka, the base of your homemade cheesy cream sauce.
  • Slowly, slowly add some whole milk to your roux, whisking as you go. The more slowly you add the milk the thicker the sauce will be.
  • Add Tillamook Triple Cheddar Shredded Cheese, salt, pepper, garlic powder, mustard powder and stir to complete that luscious, silky sauce!
  • Add the macaroni to the cheese sauce and stir to combine.
  • Top with buttery panko and extra cheese and pop that baby in the oven!

And there you have it, easy mac and cheese! I personally enjoy my serving slathered in sriracha, but it also pairs well with green peas, a big salad or with a few green apple slices on the side! Sometimes I go crazy and sprinkle the finished mac and cheese with a little parmesan (or a drizzle of Sriracha) as well.

Tillamook cheddar cheese being added to milk and butter mixture.
seasoning being added to cheese sauce for Classic Baked Macaroni And Cheese
cooked pasta being added to Classic Baked Macaroni And Cheese
staring together the sauce and noodles for Classic Baked Macaroni And Cheese

What Goes Into This Homemade Macaroni and Cheese?

Here’s what you need to make the best mac and cheese:

  1. Pasta! Macaroni is the classic, but you can just pick your favorite shape—they all will work.
  2. Tillamook Triple Cheddar Shredded Cheese! So sharp and savory—it’s our forever favorite.
  3. Roux ingredients—butter, flour and whole milk.
  4. Garlic powder, salt, pepper and mustard powder = mega flavor!
  5. Panko for extra crispy crust!
a bowl of melted butter and a bowl of panko bread crumbs
buttery panko bread crumbs
Classic Baked Macaroni And Cheese with panko topping ready to go into the oven.
Classic Baked Macaroni And Cheese fresh from the oven in a white dish

Tools You’ll Need To Make This Baked Macaroni And Cheese Recipe:

Classic Baked Macaroni And Cheese fresh from the oven with serving spoon and shredded Tillamook cheese in a bag

More Mac And Cheese, Please!

If creamy macaroni and cheese is your love language—isn’t it everyone’s?—and you are looking for more ways to consume it, we encourage you to try our other favorite varieties!

cheddar cheese baked macaroni with a scoop taken out.

Easy Baked Macaroni And Cheese For Dinner.

Did this creamy mac and cheese make its way into your heart and onto your dinner table? We want to hear about it! Snap a photo of and maybe even a video of the beautiful people you feed it to. Tag us on Instagram using @themodernproper and #themodernproper. Happy eating!

This sponsored post is written by TMP on behalf of Tillamook. The opinions and text are all ours. Thank you for supporting the brands we love.

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Classic Baked Macaroni and Cheese

  • Serves: 10
  • Prep Time:  15 min
  • Cook Time:  40 min
  • Calories: 711


  • 1 pound elbow macaroni
  • 1 cup unsalted butter
  • 6 tablespoons all-purpose flour
  • 5 cups whole milk
  • 2 pounds cheddar cheese, shredded
  • 4 teaspoons kosher salt
  • 1 teaspoon garlic powder
  • 1 teaspoon mustard powder
  • ½ teaspoon freshly cracked black pepper
  • ½ cup panko breadcrumbs
  • 2 tablespoons minced fresh flat-leaf parsley (optional)


  1. Preheat the oven to 400° F with a rack in the center position.

  2. Bring a large pot of water to a boil over high heat and salt it. Add the pasta and cook until 1 minute shy of al dente according to the package instructions. Drain.

  3. Meanwhile, melt ½ cup butter in a large braiser or Dutch oven (see Note 1) over medium heat. Once the butter begins to bubble, add the flour, stirring, until a thick paste forms, 1 to 2 minutes. Slowly whisk in the milk. (see Note 2).

  4. Set aside 1½ cups of the cheese. Stir the remaining cheese, remaining 2 teaspoons of salt, garlic powder, mustard powder, and pepper into the sauce, until the cheese is completely melted and the sauce is smooth and thick, about 4 minutes. Stir the cooked macaroni into the cheese sauce.

  5. Meanwhile make the panko topping. Melt the remaining ½ cup butter in a small saucepan over low heat. Turn off the heat, add the panko and toss to coat (alternatively melt the butter in a microwave safe bowl in the microwave).

  6. Sprinkle the reserved cheese and panko on top of the macaroni.

  7. Bake in the oven until golden and bubbling, 20 to 25 minutes. Sprinkle with parsley before serving, if using.

Note 1: If you would like to bake this macaroni and cheese in a 9x13 baking dish, simply follow steps 1-5 using a large skillet or pot. Transfer the macaroni and cheese to the baking dish. Continue with steps 6-7.

Note 2: If your milk is very cold straight out of the fridge take this step very slowly. The slower you add the milk the quicker the sauce will thicken.

Nutrition Info

  • Per Serving
  • Amount
  • Calories711
  • Protein30 g
  • Carbohydrates26 g
  • Total Fat54 g
  • Dietary Fiber1 g
  • Cholesterol156 mg
  • sodium1067 mg
  • Total Sugars7 g

Classic Baked Macaroni and Cheese

Questions & Reviews

Join the discussion below.

  • Lynn

    How many cups of shredded cheese equals 2#?

    Thank you.

    About 8 cups. Hope you enjoy lynn!

  • Natasha

    I typically only buy a block of medium cheddar tillamook cheese because it’s always cheaper. Will it still taste good without the others? Is their anything I can help enhance the flavor?

    It won't have as sharp of a flavor but should still taste great!

  • Shari

    Can I make this ahead of time?

    Sure! Just reheat in the oven before serving or soup after step 6 and bake before serving.

  • melanie

    Hi! Why unsalted instead of salted?

    Because we already use salt in the recipe. Hope you enjoy Melanie!

  • Nathan

    This recipe uses way too much milk and overflows in the recommended pan.

    We're so sorry you had that experience! That has never happened to us, but we will retest!

  • Liz

    My daughter wanted to make mac and cheese for Thanksgiving and picked this recipe. This wasn't too complicated for her to make and turned out to be hands down the best mac and cheese ever! It was most requested dish for leftovers too! She has requested to make it for Christmas and Easter dinner because everyone likes it so much.

    Thanks LIz, so happy everyone enjoyed it! Tell your daughter way to go!

  • Carole

    Finally!!!! I have been searching for a mac and cheese recipe like my mom’s and this was it!!! Absolutely delicious and the perfect level of flavor and cheesiness. Yummmmmmm!

    Thanks Carole, we are so happy you loved it!

  • Kara

    This was the best homemade Mac and Cheese that we have ever made! I did not buy enough shredded cheese (I started with 2 bags which was only 4 cups, not 8) so I added an Italian Shredded Cheese bag and some of our Cheddar Cheese Sticks for the kids. Even with the substitutions, it was outstanding! We made it in a large cast iron skillet. Yummy!

    Thanks Kara, we are so glad you loved it! Glad all the cheeses worked out!

  • Melissa

    Amazing! It was a hit at thanksgiving, its soo easy to make and my whole family now requests it.

    Thanks Melissa, we are so happy you loved it!

  • Andy

    this is bussin on god fr no cap

    Thanks Andy!