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+ servings

Baked Mac and Cheese

This creamy, baked mac and cheese is made from scratch with a delicious sauce and tender noodles, topped with breadcrumbs in this simple, homemade dinner recipe.
Prep Time 20 mins
Cook Time 20 mins
Total Time 40 mins
Course Main Course
Cuisine American
Servings 10
Calories 501 kcal


Mac and Cheese

  • 2 1/2 cup large elbow macaroni
  • 1/2 tbsp olive oil
  • 4 tbsp butter
  • 1 tbsp flour
  • 2 cup whole milk
  • 2 12 ounce cans evaporated milk
  • 1 1/2 tsp salt
  • 1 tsp pepper
  • 2 1/2 cup mild cheddar cheese shredded (freshly grated if possible)
  • 2 1/2 cup white sharp cheddar cheese shredded


  • 4 tbsp butter melted
  • 1 cup herb panko bread crumbs


  • Preheat oven to 350 degrees.
  • Spray a 9x13 baking dish with nonstick spray. Set aside.
  • In a large 5 QT pot, cook the macaroni according to package directions but cook it 1 to 2 minutes UNDER. It will continue cooking as it bakes later. Drain the pasta and drizzle the olive oil over it and toss it to keep it from drying out while you prepare the sauce. Set aside.
  • In the pot you just cooked the pasta in, melt the butter over medium-low heat. Once butter is melted add in the flour and whisk for a minute whisking constantly so to not to burn the flour.
  • Pour in the 2 cups of whole milk and whisk until all lumps are gone and mixture is smooth. About 1 minute.
  • Over medium-high heat add the 2 cans of evaporated milk, salt, and pepper. Whisk until mixture is smooth and starts to boil and to thicken, about 8-10 minutes. Stir often so it doesn’t burn to bottom of pot.
  • Stir cheeses together in a large bowl.
  • Stir in 4 cups of cheese into the pot and stir until cheese is melted.
  • Remove from heat and stir in the cooked macaroni shells.
  • Pour into the prepared baking dish. It will look a bit soupy but it will thicken as it cooks.
  • Sprinkle the remaining one cup of shredded cheese over the top of the mac and cheese.
  • In a small bowl mix together the Panko bread crumbs and melted butter. Sprinkle over the top of the macaroni and cheese.
  • Bake for 20 to 25 minutes until cheese is bubbly and top is golden brown.
  • Serve hot.


Calories: 501kcalCarbohydrates: 34gProtein: 21gFat: 31gSaturated Fat: 19gTrans Fat: 1gCholesterol: 88mgSodium: 847mgPotassium: 216mgFiber: 1gSugar: 4gVitamin A: 927IUVitamin C: 1mgCalcium: 485mgIron: 1mg