Go Back
+ servings
Creamy Baked Mac and Cheese

Creamy Baked Mac and Cheese

Creamy Baked Mac and Cheese is the most delicious classic homemade macaroni and cheese recipe. Cheesy and creamy with a crisp bread crumb topping.
5 from 1 vote
Course: casseroles
Cuisine: American
Keyword: best mac and cheese, mac n cheese recipe, macaroni and cheese recipe
Prep Time: 20 minutes
Cook Time: 50 minutes
Total Time: 1 hour 10 minutes
Servings: 12
Calories: 471kcal
Author: Sandy Clifton


  • 1 lb Elbow Macaroni
  • 1 1/2 tsp Kosher Salt plus 1 Tbsp for the pasta water
  • 1 1/2 sticks Unsalted Butter 3/4 cup, divided
  • 1/2 cup All Purpose Flour
  • 1 1/2 tsp Dijon Mustard
  • 3 cups Whole Milk
  • 1 cup Heavy Cream
  • 1/2 tsp Pepper
  • 8 oz Velveeta Processed Cheese cubed
  • 2 cups shredded Cheddar Cheese I prefer sharp cheddar
  • 1 tsp Paprika
  • 1 1/2 cups Panko Bread Crumbs


  • Before starting the cooking process, I recommend having all of the ingredients weighed, measured, chopped, and laid out and ready to go. It makes the process easier and faster.
  • Heat oven to 350° F. Spray a 9"x13" baking dish with cooking spray.
  • Bring a pot of water to a boil and add 1 Tbsp of the salt. Add the pasta and stir. Bring back to a low boil and reduce the heat to maintain low boil. Cook until al dente, then drain and transfer to a large mixing bowl.
  • Meanwhile, as the pasta is cooking, prepare the cheese sauce. In a medium saucepan, heat one stick (1/2 cup) of butter over medium-low heat. Add the flour and whisk until combined and the mixture starts to bubble.
  • Add the mustard, heavy cream, milk, 1 1/2 tsp salt, and pepper. Whisk frequently as the mixture heats up, until the mixture thickens.
  • Add the processed cheese and stir until it is melted. Then add the cheddar cheese and stir until melted and no lumps remain.
  • Pour the cheese sauce into the bowl of cooked macaroni pasta and stir to coat all of the noodles. Then transfer to the prepared baking dish. Smooth the top.
  • Melt 4 Tbsp remaining butter and add to a small bowl with the paprika and panko bread crumbs. Stir to coat the bread crumbs with the butter. Then sprinkle the bread crumbs evenly over the macaroni and cheese.
  • Bake uncovered for 20-30 minutes, or until the top is a golden color and the mac and cheese is bubbling. Try not to over bake so it doesn't dry out.
  • Remove from oven and let stand for 5-10 minutes before serving.


Calories: 471kcal