Baked mac and cheese without bread crumbs

  1. Preheat the oven to 350 degrees F (175 degrees C). Lightly grease a 2-quart baking dish.

  2. Boil macaroni in a large pot of salted water until barely done, about 5 minutes. Drain and set aside.

  3. Whisk together milk and egg in a large bowl. Stir in cheese and butter.

  4. Place par-boiled macaroni in the prepared baking dish. Pour milk mixture over macaroni, season with salt and pepper, and stir until combined. Press mixture evenly into the baking dish.

  5. Bake, uncovered, in the preheated oven until top is browned, 30 to 40 minutes.

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Baked Macaroni and Cheese

  • Level: Easy
  • Total: 50 min
  • Active: 25 min
  • Yield: 6 to 8 servings
  • Nutrition Info Nutritional AnalysisPer ServingServing Size1 of 8 servings Calories434 Total Fat19 gSaturated Fat11 gCarbohydrates53 gDietary Fiber2 gSugar5 gProtein12 gCholesterol48 mgSodium353 mg

  • Level: Easy
  • Total: 50 min
  • Active: 25 min
  • Yield: 6 to 8 servings
  • Nutrition Info Nutritional AnalysisPer ServingServing Size1 of 8 servings Calories434 Total Fat19 gSaturated Fat11 gCarbohydrates53 gDietary Fiber2 gSugar5 gProtein12 gCholesterol48 mgSodium353 mg

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Macaroni:

Unsalted butter, for the dish

2 teaspoons kosher salt 

1 pound elbow macaroni with ridges 

Cheese Sauce:

4 tablespoons (1/2 stick) unsalted butter

4 tablespoons all-purpose flour 

1 teaspoon kosher salt 

2 cups milk 

2 cups grated sharp Cheddar 

Topping:

1/2 cup breadcrumbs

4 tablespoons (1/2 stick) unsalted butter, melted 

  1. For the macaroni: Preheat the oven to 350 degrees F. Butter a 2-quart casserole dish.
  2. Bring 4 quarts of water to a boil in a large saucepan. Add the salt and macaroni. Bring the water back to a boil and cook the macaroni until tender, about 12 minutes. Drain well.
  3. For the cheese sauce: Meanwhile, melt the butter in a 1-quart saucepan. Using a wire whisk, stir in the flour and salt, stirring and cooking over medium heat until the roux bubbles and the flour turns pale brown, about 3 minutes. Slowly whisk in 1 cup of the milk and then whisk in the remaining 1 cup milk. Continue to cook, stirring constantly, until the sauce thickens. Add the cheese and stir until it melts. Add the drained macaroni to the cheese sauce and mix thoroughly.
  4. For the topping: In a small bowl, stir the breadcrumbs with the butter until the crumbs are moistened.
  5. Transfer the macaroni and cheese to the prepared baking dish and top with the buttered breadcrumbs. Bake until the dish bubbles around the edges, about 15 minutes.

Adapted from "Georgia Cooking in an Oklahoma Kitchen" by Trisha Yearwood © Clarkson Potter 2008. Provided courtesy of Trisha Yearwood. All rights reserved.

Easiest ever baked macaroni and cheese – this is a go-to recipe of many of my readers and it will become the same for your family!

No, really.

This is the easiest ever macaroni and cheese! And so delicious!

About this easy baked macaroni and cheese:

This baked macaroni and cheese is made like Grandma used to make it, the old fashioned, baked in a casserole dish style. If you’re looking for a creamy, non-baked recipe, you’ll probably love this copycat Panera mac and cheese or Instant Pot macaroni and cheese. 

I just love this baked macaroni and cheese, though. It’s a little bit chewier, with lots of great cheddar cheese flavor, and I especially love the way the top crisps up in the oven.

Plus it’s so easy! You just boil pasta, mix with grated cheese, a couple tablespoons of flour, and seasonings, put it in a casserole dish, and pour the milk over it. That’s it! No messing with white sauces or tricky steps. No getting four pots and pans dirty!

You can prep this macaroni and cheese ahead of time and keep it in the fridge overnight. It’s ready to bake when you want it!

Baked mac and cheese is a total crowd pleaser. This is a great recipe for busy weeknight meals but also for entertaining. Perfect for potlucks!

Enjoy one of our family’s favorite meals! I grew up eating this macaroni and cheese and it was always a special day when my mom prepared it. Now I love serving it to my family and I especially love how easy it is to prepare. I’m sure you will too!

What you need to make baked mac and cheese:

Really simple ingredients in this one, and lots of room to adapt the recipe to make it your own. For this macaroni and cheese recipe, you’ll need:

  • Elbow Macaroni – other shapes will work, as will whole wheat pasta. We haven’t tested this with a grain-free pasta, but it would probably work. Of course, the texture would be slightly different.
  • 1 pound of shredded cheese – we like extra sharp cheddar, but you can use many types of cheese. We always recommend shredding your own cheese fo the best texture (plus it’s cheaper), but pre-grated will work in a pinch.
  • Flour – this helps the mac and cheese thicken up. 
  • Ground mustard – this is totally optional but it adds depth to the flavor. You can also use dijon mustard if you don’t have ground mustard.
  • Milk – whole, 2%, skim…they’ll all work
  • Butter – helps you get that golden brown top on the macaroni and cheese! 
  • Salt and Pepper – always! You won’t need a lot of salt since cheese is salty.

This recipe is the best because it’s SO easy to make. No fussing with making a roux or a cheese sauce. 

Here are the simple steps:

  1. Preheat oven and spray a baking dish with nonstick cooking spray (or rub with butter) for easy clean up. 
  2. Cook pasta as directed on the package for al dente texture (don’t forget to salt your water!).
  3. While the macaroni cooks, combine most of the cheese with the flour, ground mustard, and pepper. 
  4. When the pasta is cooked and drained, mix it with the cheese mixture. 
  5. Place in greased pan, and pour milk over macaroni. Top with remaining cheese and dot with butter. Cover with foil.
  6. Bake for 45 minutes, taking foil off after 30 minutes if desired for a crisper top. 
  7. Most milk should be soaked up by the time it is done cooking, but we find it best to let this sit for about 10 minutes before serving. 

FAQs:

What kind of cheese is best for macaroni and cheese?

For this recipe, sharp cheddar is best (I use extra sharp) – it provides this macaroni and cheese with the maximum amount of flavor.

Can you make this macaroni and cheese with pre-grated cheese or do you have to grate your own?

Grate your own cheese for best results. Pre-grated cheese contains additives to prevent clumping in the bag but that also means the cheese shreds don’t melt as well. However, if all you have is pre-grated cheese, don’t worry, your mac and cheese will still be tasty.

Can I put breadcrumbs on top of this baked mac and cheese?

Breadcrumbs on the top would be good if that’s how you like mac & cheese!

Should I cover mac & cheese with foil when baking?

I like my top extra crispy. If you do not, I’d recommend covering with foil for at least the first 30 minutes, or up until the entire time.

Can baked macaroni and cheese be made ahead?

This can be prepped in full a day ahead (aside from baking) and baked prior to serving. If you have leftover mac and cheese, heat it in the microwave at medium heat. Watch out, it heats up quickly!

Can I use whole wheat pasta in this mac and cheese?

Whole wheat pasta is awesome in this, and is the way I usually make it.

Did you make this? Be sure to leave a review below and tag me @rachelcooksblog on Facebook, Instagram, or Pinterest!

Easiest ever baked macaroni and cheese - this is a go-to recipe of many of my readers and it will become the same for your family!

  • 1 package (16 oz) elbow macaroni
  • 1 pound (16 oz) sharp or extra-sharp cheddar cheese, shredded (4 cups)
  • 2 tablespoons all-purpose flour
  • 1/4 teaspoon salt
  • 1/4 teaspoon ground black pepper
  • 1/4 teaspoon ground mustard
  • 2 cups low-fat milk
  • 1 1/2 tablespoons butter, cut into small pieces

  • Preheat oven to 375°F. Spray or grease a casserole dish or a 9x13 pan.

  • Cook macaroni as directed on the package in salted water until tender, drain.

  • While macaroni is cooking, combine 2 and 1/2 cups of cheese with flour, pepper, and ground mustard.

  • In a large bowl, combine cheese and flour mixture with hot macaroni and stir to combine. Pour into the greased pan. Pour milk over macaroni. Top with remaining cheese. Dot with butter. Cover with aluminum foil.

  • Bake for 45 minutes (taking the foil off after 30 minutes if desired) or until firm and golden brown. You want to make sure there isn’t a lot of runny milk in it still, poke a knife in the middle if necessary. Some will soak in as it cools but it should be mostly absorbed.

  • (Optional) Let sit for 10 minutes before serving to further firm up.

  • Whole wheat elbow macaroni can be substituted.
  • Use sharp or extra-sharp cheddar for best results.
  • If desired, add 3 tablespoons minced onion.

Serving: 1of 6, Calories: 220kcal, Carbohydrates: 34g, Protein: 10g, Fat: 6g, Saturated Fat: 3g, Polyunsaturated Fat: 2g, Cholesterol: 16mg, Sodium: 173mg, Fiber: 5g, Sugar: 4g

This website provides approximate nutrition information for convenience and as a courtesy only. Nutrition data is gathered primarily from the USDA Food Composition Database, whenever available, or otherwise other online calculators.

Looking for more macaroni and cheese? I have you MORE than covered!

Try:

Slow Cooker Macaroni and Cheese

Pizza Mac & Cheese Muffins

DIY “Easy Mac” (Microwave Macaroni and Cheese)

Should you cover your mac and cheese when baking?

No, it's not necessary to cover mac and cheese while it bakes. You want the topping to become golden brown and crispy so baking uncovered is a must.

Why do you put eggs in baked macaroni and cheese?

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.

Why is my homemade mac and cheese not creamy?

Don't add all your noodles at once; see how much sauce you have and add more noodles as needed OR Make more sauce than you think you'll need for a super creamy final product. Avoid over baking. Bake only for the time recommended, or when the center is bubbling and you see some golden edges.

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