Baked Macaroni & Cheese
This Baked Macaroni and Cheese combines sharp cheddar, Parmesan, and mozzarella in a homemade cheese sauce, finished with a buttery garlic panko topping. The contrast between the creamy macaroni and golden breadcrumbs makes it a satisfying side dish or a meal on its own.
We use Italian-seasoned panko for a little extra flavor, but plain panko works too. This recipe makes a generous casserole, with an easy half-batch option when you don’t need quite as much.

Three Cheeses and a Homemade Sauce
Sharp cheddar gives this baked macaroni and cheese its main cheese flavor. Parmesan adds a savory touch, while mozzarella rounds out the mixture.
The sauce starts with butter and flour cooked together, followed by whole milk. Once that base is smooth, the cheeses and mustard go in before everything is combined with the macaroni.
There are a few steps, but preparing the breadcrumb topping first and having the sauce ingredients measured makes the process easier to manage.
Start With the Breadcrumb Topping
We use Italian-seasoned panko breadcrumbs for the topping. They bring a little extra seasoning to the dish, along with the garlic, paprika, and butter.
If you prefer a simpler flavor, substitute plain panko. Either choice gives you a crisp topping to contrast with the cheese sauce underneath.
Toast the panko and garlic in melted butter over medium heat, stirring as they cook. Watch closely as the crumbs turn golden so the garlic and breadcrumbs don’t burn.
Transfer the mixture to a bowl, stir in the paprika and salt, and set it aside while you prepare the macaroni and sauce.
Cook the Macaroni Just to Al Dente
Follow the package directions for al dente macaroni. The pasta should still have a little firmness when you drain it because it will continue cooking in the oven.
Starting with overly soft macaroni can leave the finished casserole mushy. Cooking it just to al dente helps it hold its shape through the baking time.
Drain the macaroni and set it aside while you finish the cheese sauce.
Take Your Time Adding the Milk
Melt the butter in a large saucepan, then whisk in the flour. Cook the mixture for about three to four minutes, stirring constantly, until it is light golden.
This butter-and-flour mixture is the roux that thickens the sauce. Gradually whisk in the whole milk rather than pouring it all in at once.
The mixture may look very thick or clumpy during the first additions. Keep whisking and adding the milk gradually. It should become smoother as more milk is incorporated.
Once the sauce base is smooth, reduce the heat to low and stir in the cheeses and mustard. Stir until the cheese has melted and everything is combined.
Choose Parmesan From the Refrigerated Cheese Section
Use refrigerated grated or shredded Parmesan for this recipe, rather than the shelf-stable powdered Parmesan sold in a can.
The Parmesan is part of the cheese sauce, so choose one that will blend into the mixture. Have all three cheeses ready before you begin making the sauce so you can add them without stopping to measure.
You can use mustard powder or prepared yellow mustard, depending on what you have available.
Use a Deep Casserole Dish
This recipe calls for a 9×13-inch casserole dish that is three inches deep. The depth matters because this is a generous amount of macaroni and cheese sauce.
If your standard 9×13-inch dish is only two inches deep, divide the mixture between that dish and a second smaller baking dish rather than filling it to the rim.
A foil-lined baking sheet underneath can catch occasional drips, but it won’t prevent an overfilled casserole from spilling. Leave room at the top of each dish for bubbling during baking.
Assemble and Bake
Stir the drained macaroni into the cheese sauce until it is thoroughly coated. Transfer it to your casserole dish and spread it evenly.
Sprinkle the prepared panko topping across the surface. Bake at 350°F for approximately 45 minutes, until the casserole is hot and bubbling.
The breadcrumbs are already toasted, so keep an eye on their color as the casserole bakes. If they begin getting too dark before the center is hot, loosely cover the dish with foil.
Making a Half Batch
For a smaller batch, halve all the ingredients and use an 8×8-inch baking dish.
Reduce the baking time by approximately 15 minutes, checking around the 30-minute mark. The macaroni and cheese should be hot throughout and bubbling before you take it out.
This gives you the same cheese sauce and buttery breadcrumb topping in a smaller amount, which is useful when a full deep casserole is more than you need.
More From My Kitchen
Browse my recipes for more comforting main dishes, side dishes, and family favorites. Visit Kitchen Tips & Ideas for practical tips to help with everyday cooking.

Baked Macaroni & Cheese
Ingredients
Equipment
Method
- Making the Breadcrumb Topping
- Melt 4 tablespoons of butter in a large skillet over medium heat.
- Add the panko breadcrumbs and minced garlic. Cook, stirring frequently, for approximately 5 minutes, until golden brown. Watch closely to prevent burning.
- Transfer to a small bowl. Stir in the paprika and salt, then set aside.
- Cooking the Macaroni
- Preheat the oven to 350°F.
- Cook the elbow macaroni according to the package directions for al dente. Do not overcook, as the pasta will continue cooking in the oven. Drain and set aside.
- Making the Cheese Sauce
- Melt 2/3 cup butter in a large saucepan over medium heat.
- Whisk in the flour. Cook, stirring constantly, for 3–4 minutes, until the mixture is light golden.
- Gradually add the milk, whisking constantly. The mixture may become thick or clumpy at first. Continue adding the milk gradually and whisking until smooth. Cook, stirring, until the sauce begins to thicken.
- Reduce the heat to low. Add the cheddar, Parmesan, mozzarella, and mustard. Stir until the cheeses have melted and the sauce is smoothly combined.
- Assembling and Baking
- Add the drained macaroni to the cheese sauce. Stir until thoroughly coated.
- Transfer to a deep 9x13x3-inch casserole dish and spread evenly.
- Sprinkle the prepared breadcrumb topping evenly over the macaroni.
- Bake for approximately 45 minutes, until hot throughout and bubbling. If the breadcrumbs begin getting too dark, loosely cover the dish with foil.
