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Baked Macaroni and Cheese

posted in Lunch, Vegetarian by Kathy Maister
difficulty rating

Macaroni and Cheese lovers have many differing opinions on what is the perfect way to make this classic dish. Baked is my favorite. Many other people prefer the Stove-top version, while others stick to a Box-Mix. Different skill levels are needed to make each version, with the Baked generally being the most complicated and time consuming to prepare. But it’s oh so good!

This recipe for Baked Macaroni and Cheese is based on first making a white sauce (in French it’s called béchamel), then adding shredded cheese. There are some simpler “baked recipes” which do not require making a white sauce first, but personally,I have yet to find one I like.

I’ll go over some of the many recipe variations on Baked Macaroni and Cheese at the end of this post.

This version will take approximately 30 minutes to prepare and another 30 minutes to cook.

There are several steps necessary to make Baked Macaroni and Cheese. You will need to be able to:

Be sure to get all the ingredients measured and prepared before turning on the stove!

A complete list of ingredients is in the recipe; here is a photo of what you will need:

Preparing the ingredients

a) Measure out the macaroni: 8 ounces = 2 cups = 1/2 box

b) Shred 12 ounces of sharp cheddar cheese

c) Mince (that means to chop really fine) 1/2 cup of yellow onion

d) Measure (precisely) 3 Tablespoons of flour, 3 Tablespoons of butter, 3 cups of milk, 1 tablespoon of powdered mustard, 1 teaspoon of salt, and 1/8 teaspoon of black pepper

The flour, butter and milk must be measured accurately. Those three ingredients are the base of a béchamel (white sauce) to which we will then add the mustard, salt and pepper and the cheese. The ratio of the flour, butter and the milk will affect the outcome of your Mac and Cheese. (Too much milk and it will be runny, too much flour and it will too dry)

Bread Crumb Topping

Make the bread crumb topping by trimming off the crusts of 4 slices of bread, and then cut the bread into crumbs.

Melt 2 Tablespoons of butter.

In a medium bowl, combine the butter and bread crumbs.

Set this aside for now.

Cooking the Macaroni

Follow the directions on the box of the macaroni YOU purchased. Elbow style is traditional, but any small-to-medium size pasta would work as well. To review how to cook pasta, check out my video on How to Cook Pasta.

Putting it all Together

While the pasta is cooking, melt 3 tablespoons of the butter over very low heat in a separate medium size pot.

Whisk in the flour and…

…keep it moving for about one minute, making sure it’s free of lumps.

Whisk in the mustard, salt and pepper, milk…

…and the minced onion.

Simmer for about seven to ten minutes until the mixture is thickened and smooth, stirring often.

The next step-adding an egg- can be a bit tricky. You need to “temper” the egg first. That means to warm it up so that it does not just turn into scrambled eggs when you add it to the thickened, hot, milk mixture (béchamel).

The egg will make the Mac and Cheese smoother and creamier. I have tried this recipe with and without adding the egg and it does affect the texture of the final recipe.

In a medium bowl, beat one egg.

Warm the egg by drizzling in, very slowly, 2-3 Tablespoons of the thickened milk mixture. Continue to wisk the mixture as you drizzle. (You can use a 1/4 cup measuring cup to scoop out the sauce from the pan.)

Now add the egg mixture to the pot. Stir in the cheese.

Fold the cooked and drained macaroni into the mix

Pour everything into a 2-quart casserole dish. (My dish is a Pyrex dish measuring 8 inches square by 2 inches high.) It should be very “soupy” at this point. Don’t worry, it will firm up in the oven.

Top the macaroni with the bread crumbs.

Bake for 30 minutes in a 350 degree preheated oven. Remove from oven and rest for five minutes before serving.


As I said at the very beginning, there are many variations to this classic dish. Many recipes use a combination of three or four cheeses. Each affects the final taste and texture. (One very famous recipe uses American cheese for a smoother consistency. That recipe was, by far, MY least favorite as I found the American cheese flavor overpowers the entire dish.)

There are also many options on the type of bread crumbs which you can use. I use fresh bread crumbs as it is the most traditional. Japanese-style Panko crumb topping seems to be gaining quite a bit in popularity.

There are many people who like to add extras like: salami, ham, browned ground beef, hot dogs (which I’m told kids love), crumbled cooked bacon, hot sauce, paprika, parsley, chopped canned tomatoes, butternut squash, salsa, etc….

Baked Macaroni is an American Classic. Everyone has a favorite.

What’s yours?

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michelle said:

I made this mac and cheese baked today and mine came out with a wierd texture. It was kinda grainy but the flavor was delicous I’m trying to figure out what I did wrong? I did substitute a few things like instead of dry mustard I used the regular liquid yellow mustard and instead of sharp cheddar I used medium cheddar. I also didn’t add the onion because my husband hates onion. So what could have caused the grainy texture?

Kathy Maister said:

Hi Michelle, I’m sorry the texture was grainy. It is probably from the milk. Making the white sauce can be a delicate procedure. You need to use “whole” milk, not skim or low fat. If you try to thicken the sauce too quickly by increasing the temperature, the milk may slightly curdle and cause a grainy texture in your Mac and Cheese. Perfecting a white sauce is not as easy as it sounds. I’m glad it at least tasted good. This recipe, adapted from Alton Brown, was one of the easiest “Baked Mac and Cheese” I could find. I wish they would repeat the show of him making it. He always has such great scientific explanations of everything! That said, lower the temperature next time, and take it very slowly when making the white sauce.


Ina said:

I loved your recipe. I make mac n cheese bake alot but I was looking for some ways to make it better and followed your recipe. My favorite difference was the fresh bread crumbs I always use cracker crumbs which tend to dry out. This recipe ws so tasty.

startcooking team said:


So glad you enjoyed our Mac n Cheese recipe!

Substitute 3/4 cup cracker crumbs for each 1 cup of dried bread crumbs.

For more tips about breadcrumbs, click here


the startcooking team :)

cynthia said:

i made the recipes just how you said and it came out great….i loved it.. the only differences that i did was add more kinds of cheeses. i added Monterey jack cheese, mozzarella and the sharp cheddar cheese as well. i didnt add to much of the monterey jack but it did give it a little kick. i also added liquid mustard instead of the powder one cause i could find it anywhere.. but it still came out great thank you so much…

Kathy Maister said:

That’s great to hear Cynthia! I too love adding a variety of cheeses! I also love the bread crumb topping!

Rica said:

Hello Kathy,

I’m a 37 years old mother from Indonesia. My 5 years old son loves to eat baked macaroni and cheese, and I used my mother’ recipe. She often baked me macaroni and cheese with ground beef since I was a little. Your recipe looks delicious! I wil try to make it tommorow, and I’m sure my son will love it !

Kathy Maister said:

There are indeed all sorts of things you can add to Mac and Cheese!

Browned ground beef, chopped cooked spinach, onions, chopped tomatoes, diced red/green peppers to name just a few.

What are some of your favorite additions?

lisa said:

why onion?

What does it do?is it for texture or flavor?Does it take away from the cheese flavor?
I was in Chicago and had the best Mac & cheese, EVER! It  was at a trendy bowling Alley of all places called 10 Pin. I was searching for their recipe online when I came across your recipe. Having never made a “real” baked Mac & cheese,  and college versions don’t count- I can’t seem to get 10 Pin’s off my mind and want to make it. If I lived in Chicago I would just go there… but I am on the West Coast so that option is out- So why onion? I am really curious about that. The one I loved in Chicago used “cavatappi baked with wisconsin smoked cheddar, fresh herbs and toasted breadcrumbs”, Any idea how they made that work?Thanks for your time and hopefully advice,novice Mac and cheese baker-expert mac and cheese taster.

Kathy Maister said:

Onions, one of the few ingredients found in every single cuisine around the world, has a very distinct flavor. Personally l love cooked onions but hate the “bite” of raw onions. That raw, sharp flavor seems to overwhelm all the other flavors. Cooked onions on the other hand are tops in my book.

Adding onions to Mac and Cheese is strictly personal and is not an essential ingredient in this recipe.

Lisa, your 10 Pin recipe sounds delicious and quite sophisticated! Have you tried calling the Bowling Alley and asking for the recipe? You never know, they just may share it with you!

My favorite Mac and Cheese recipe involves four different types of cheeses which give it a flavor I really love!

There are literally millions of Mac and Cheese recipes out there in cookbooks and on the internet. Lisa, perhaps Mondays could be Mac and Cheese night where you test recipes until you find the perfect 10 Pin match!

lisa said:


Thank-you for the onion information, I noticed several recipes called for it and I couldn’t figure out why.I think I will call 10 pin and see if they will pass it along, They’ve become a bit known for it, but maybe I’ll get lucky.It was spectacular and it just melted and blended so well. Honestly, I don’t care much for smoked cheddar but somehow this 10 Pin recipe worked.and… you are not far off on the Mon. Mac and Cheese night, starting tonight. My husband is thrilled!Thanks again for your help,lisa

Kathy Maister said:

Lisa, do keep us posted on your quest for the perfect Mac and Cheese recipe!

It would be great fun to start a collection of Mac and Cheese Recipes, along with a critique of each recipe, here at


Christianne B said:

When I make Mac and Cheese, I use a strong chedder and fat free sour cream. you get the strong flavor from the chedder and less fat from the sour cream. great flavor combo.

Kathy Maister said:

Oooh…that sounds nice! Cooking with light or fat free sour cream sure does cut the calories!

Bobbie said:

This recipe looks great and I’d like to try it. My question is, I cooked macaroni and chedder last night and I have a ton of leftovers. I was thinking of tweaking it up by baking it, but I wonder if it will make a difference following the recipe, just adding the macaroni I had already cooked. What do you think?

Thank You So Much,


Jessica Howard said:

Hello Bobbie,

You can try using your leftover macaroni and cheese in this recipe — it would definitely come out cheesier than original, since you have already added cheese. You could also try reducing the amount of cheese called for in the recipe.

Also, keep in mind that you can always freeze those leftovers.

Have fun experimenting!

Linda said:

This recipe is just like my mom made forty years ago…delish!!! I didn’t see the temperature setting for the oven…just guessed and baked at 350…

Heather said:


Just a quick question, I have to cook this recipe for 12 people would I just double all of the ingredients or is there another way for me to figure this out?

Thanks Heather

startcooking said:

Hi Heather,
Doubling a recipe this size can be tricky. The sheer volume of the ingredients can be difficult to manage. If you are a relatively new cook, I would recommend making two separate dishes rather than attempting to double the recipe.
OR try making 1 1/2 of the recipe and put it into a 9X13 inch pan for baking.

Samantha said:

Normally 8 ounces equals 1 cup, correct? 16 ounces=2 cups=1 pound. In my world, 8 ounces equals 1 cup=1/2 a pound. But on your recipe, you state ” 8 ounces = 2 cups = 1/2 box” (and usually 1/2 a box is 1/2 a pound). On the recipe card it just says 1/2 a box. Why is this confusing me so much?!

startcooking said:

Samantha, you bring up an excellent point! Measurements can be very confusing!

Dry volume vs liquid volume is not always the same weight.

Generally speaking there are approximately 4 cups of macaroni pasta per pound of pasta.


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