This Baked Macaroni and Cheese is my favorite homemade mac and cheese recipe. It is full of sharp cheddar cheese and elbow pasta with a seasoned bread crumb topping. This is a comfort food casserole that will satisfy the adult palate!

Oven Baked Macaroni and Cheese Casserole

I like to serve this Baked Macaroni and Cheese recipe whenever we have a family dinner. It is a great side dish to a juicy Steakhouse Bacon Cheeseburger or this Bourbon Bacon Onion Dog!

Growing up with homemade mac and cheese

My mom made her baked mac and cheese much differently than I do. I like to make a cheese sauce, stir the macaroni into it, top it with breadcrumbs or crackers, and then bake it.

Mom arranged the macaroni, shredded cheese, and seasoned flour in layers. Then she would pour milk over top to just cover the macaroni. She always crushed saltine crackers over top, then she would bake it.

I never loved mac n cheese as a kid, and that is probably why. To me, the sauce was not cheesy or creamy enough. When I started making baked macaroni and cheese for my own home, I decided to make a cheesy roux, then add the pasta. It was a meal my kids loved and still love today.

oven baked macaroni and cheese

What you need to Baked Macaroni and Cheese

This is a pretty basic recipe. You won’t need a ton of different ingredients, and the ingredients are common to most people’s kitchen.

Pasta: I normally use elbow macaroni. It’s my basic go-to. However, any shape pasta that will catch the cheese sauce in little pockets will work. Shell and spiral pasta work well also.

Cheese: I like to use cheddar cheese. Sharp or extra sharp cheese is best.

All-Purpose Flour: This ingredient helps to thicken the cheese sauce.

Milk: Any milk of your choice works for this recipe.

2-quart casserole

Recipe Tips:

  • Cook the pasta until it is just under the al dente stage. As the macaroni and cheese bakes in the oven, the pasta will continue to cook. This way, you don’t end up with mushy pasta.
  • When making the roux, allow the butter and flour to bubble and cook for 2-3 minutes. This allows the rawness to cook out of the flour and gives it a nutty flavor.
  • Whisk the cold milk into the flour slowly and whisk it continually as the milk is poured. This will help prevent any lumping of flour in your sauce.

Make this recipe your way

  • Spice it up by sprinkling red pepper in with the flour mixture.
  • Use pretty much any cheese you wish. Some of our favorites are Gruyere, Swiss, Cheddar, Monterey Jack, and Mozzarella.
  • I like to shred my own cheese, but you can use pre-shredded cheese for convenience.
  • Stir a cup of ham into the macaroni and cheese before baking.
  • Stir in 1/4 cup red hot sauce and 1 cup cooked chicken for a buffalo chicken mac and cheese
  • Use half cheddar cheese and half Velveeta cheese (this is Grumpy’s favorite way!)
Baked Macaroni and Cheese Casserole

Other casserole recipes you may enjoy

Bubble Up Pizza Casserole is like a pizza in a dish without all the work!

Chicken Enchilada Casserole is a low carb delicious casserole for the whole family.

Big Mac Casserole will satisfy that mac attack without the carbs!

Ham and Noodle Casserole is an old fashioned comfort food casserole made with leftover ham.

Spaghetti Pie is a great way to serve up spaghetti in one dish, and is Grumpy’s favorite!

Green Chicken Enchiladas is a delicious casserole made with low carb tortillas.

*If you made this Oven Baked Macaroni and Cheese, please give it a star rating*

Oven Baked Macaroni and Cheese Casserole

Oven Baked Macaroni and Cheese

Creamy and cheese oven-baked macaroni and cheese is good old fashioned American comfort food on your plate!
0 from 0 votes
Print Pin Rate
Course: Main Dish
Cuisine: American
Keyword: Baked Macaroni and Cheese, Mac and Cheese
Servings: 8
Calories: 304kcal


  • 2 cups dried elbow macaroni
  • 1/2 cup chopped onion
  • 2 tablespoons butter
  • 2 tablespoons flour
  • 1/2 teaspoon salt
  • 1/2 teaspoon black pepper
  • 2-1/2 cups cold milk
  • 3 cups shredded cheddar cheese
  • 1/4 cup seasoned bread crumbs


  • Preheat the oven to 350 degrees.
  • Cook macaroni according to instructions. Drain, and set aside.
  • Melt the butter in a medium saucepan over medium-high heat. Add the onion and cook for 3 minutes, or until onion is translucent.
  • Whisk in flour, salt, and pepper to the onion mixture and whisk, cooking for 2-3 minutes.
  • Pour the milk into the flour mixture, whisking constantly. Cook and stir over medium heat until slightly thick and bubbly.
  • Stir in the cheese until melted.
  • Add the cooked macaroni to the cheese sauce and stir to coat.
  • Transfer the macaroni and cheese mixture to a 2-quart casserole and sprinkle with bread crumbs.
  • Bake, uncovered, for 30 minutes or until cheese sauce is bubbly and heated through. Let stand for 10 minutes before serving.


Serving: 1g | Calories: 304kcal | Carbohydrates: 19g | Protein: 15g | Fat: 19g | Saturated Fat: 11g | Polyunsaturated Fat: 6g | Trans Fat: 1g | Cholesterol: 55mg | Sodium: 514mg | Fiber: 1g | Sugar: 1g

About the Author: Shelby Law Ruttan

Shelby is the author/owner of Grumpy's Honeybunch. Established in 2007, she shares and preserves family recipes as well as recipes for cooking light and keto. She is an experienced, self-taught home cook who loves to share recipes with others. You can see her work on websites such as Veal Made Easy, Parade, Community Table, SoFab Food, Yummly, and FoodGawker.


  1. noble pig December 4, 2008 at 7:57 am - Reply

    Oh my that is so heart warming, wow, I love it!

  2. Cristine December 4, 2008 at 9:09 am - Reply

    I love mac & cheese! Yours looks so yummy! Hope Grumpy tried to enjoy it! 🙂

  3. Susan December 4, 2008 at 12:06 pm - Reply

    This looks sinful- I am a sucker for pasta and cheese- put them together and Im in heaven.

  4. Amanda December 4, 2008 at 12:29 pm - Reply

    This looks really good. I just made homemade mac and cheese the other night for the first time. We’ve always had the boxed stuff. It was too bland for me, I think it’s the cheddar. Next time I am buying some block American cheese from the deli and making it with that 🙂

  5. Jessie December 4, 2008 at 1:30 pm - Reply

    Oh, looks so good!

    a.k.a. The Hungry Mouse

  6. shellyfish December 4, 2008 at 2:03 pm - Reply

    That’s so funny that your husband prefers boxed! We used to beg our dad or mum (both made it) for homemade mac when we were kids…I make a pretty good vegan version – I’m sure he’d *love* that! 🙂
    How did we both end up with such picky boys? Good thing they’re cute.

  7. Jessie December 4, 2008 at 2:23 pm - Reply

    my boyfriend is the same way with mac and cheese. He’s all about the boxed mac and cheese! I love the way yours look so cheesy so delicious! 🙂

  8. Reeni December 4, 2008 at 2:58 pm - Reply

    I can’t stand the boxed stuff, either. I want that real cheesey taste! This looks so delicious and comforting. I may have to make some myself!

  9. Barbara Bakes December 4, 2008 at 3:04 pm - Reply

    My husband isn't crazy about Mac & Cheese either. My kids like Easy Mac – it's much better with a little Ground Red Pepper.

  10. Anonymous December 4, 2008 at 3:34 pm - Reply

    Oh, Shelby, that looks sooo good! Comfort food at it’s best. Kathye

  11. Sabrina December 4, 2008 at 4:04 pm - Reply

    That looks so yummy right now. I am so hungry! Now I am craving mac n’ cheese, but not from a box. The stuff you made!!! mmmmmmm!!!!!!

  12. Fearless Kitchen December 4, 2008 at 4:21 pm - Reply

    This looks really appealing. I’ve never been a fan of mac and cheese, probably because I thought it only came from a box and that stuff is just plain wrong. This looks good, though, and so much healthier!

  13. Pam December 4, 2008 at 4:39 pm - Reply

    Is Grumpy crazy? How could he prefer the boxed stuff to this beautiful bowl of cheesy goodness? Great pictures Shelby – my mouth is watering.

  14. Megan December 4, 2008 at 4:43 pm - Reply

    Mmmm, Love mac and cheese! You make me want to give in and make a soul warming crock of yummy goodness.

  15. Bellini Valli December 4, 2008 at 4:44 pm - Reply

    You will remember the days when your kids were young and their friends would invite themselves for dinner….wink…I do remember the time when the two sweeties across the street wanted to stay because we were having Mac ‘n Cheese. Well….they didn’t get their usual Kraft Dinner asnd the one did say while eating it would make her “puke”. Since for me it is THE comfort food I can’t imagine:D

  16. Robin Sue December 4, 2008 at 4:55 pm - Reply

    Mac and cheese is the best comfort food ever! I should make some for the weekend! Thanks for the reminder, I needed some inspiration, and yes Mac and Cheese is inspiring to me!!

  17. Lisa December 4, 2008 at 8:24 pm - Reply

    This is the best. My son prefers the boxed kind too.

  18. Joie de vivre December 4, 2008 at 9:55 pm - Reply

    The ultimate comfort food! So Grumpy wasn’t converted by this?

  19. Debbie December 4, 2008 at 11:02 pm - Reply

    Oh my word that looks good!!!
    I want some.

  20. Megan December 4, 2008 at 11:25 pm - Reply

    I’m glad you finally gave in, because homemade is FAR superior to the boxed kind. I only tried the boxed brand once at a friends house. It was enough to convince me that no one should ever suffer like that again.

  21. Medena December 5, 2008 at 3:44 am - Reply

    Looks so creamy, and yummy!
    I can't eat boxed mac & cheese as well. Salt doesn't bother me in boxed stuff or in anything, I love salt, it's everything else that doesn't taste right from the box!
    Homemade is way better; I make something more like a mac & cheese casserole with several different cheeses, I should probably post it, but my kids still prefer the boxed ones, go figure!

  22. Linda December 5, 2008 at 1:59 pm - Reply

    Comfort food…always! I use 3 cheeses in mine. Yummy

  23. Carrie December 5, 2008 at 3:34 pm - Reply

    How can anyone NOT like homemade mac & cheese??? It is SO much better than the boxed tripe!

  24. Patsyk December 5, 2008 at 8:08 pm - Reply

    Now, that looks like pure and unadulterated comfort food. Just what I crave all winter long!

  25. Kaitlin December 8, 2008 at 1:05 pm - Reply

    oh my that looks SO delicious!!

  26. SK December 10, 2008 at 2:50 am - Reply

    YUM! That looks tasty and delightful! I made some a few weeks ago and truly – once you eat homemade, it is hard to go back.

  27. J.Danger December 14, 2008 at 11:55 pm - Reply

    homemade macaroni and cheese is my favorite comfort food. Every time I make it, my husband always asks me “Whats wrong”. I always go to it. Yours looks so fabulous!

  28. Jessica January 26, 2009 at 2:30 am - Reply

    i made a version of your recipe, without the onion and topped it off with ian’s panko italian seasoned bread crumbs. DELICIOUS! oh my.

  29. HoneyB January 26, 2009 at 2:32 am - Reply

    Jessica! I’m glad you enjoyed this!

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Shelby Welcome! I'm Shelby, author of Grumpy's Honeybunch. I have been sharing family favorite recipes since 2007. I started the Keto Diet in October 2017 and since then I have been creating Keto ... read more

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