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Ooey, gooey, and irresistibly cheesy, this creamy baked mac and cheese is the ultimate comfort food for holidays, potlucks, or cozy weeknights. With a silky smooth sauce and plenty of cheddar flavor, it’s a crowd-pleasing favorite every time!

If you love hearty sides, try my sweet potato casserole with pecans, hashbrown casserole, au gratin potatoes, cornbread dressing, or browse all of my other casseroles and side dishes.

Overhead shot of creamy baked mac and cheese in white serving bowls.

This recipe uses a roux to make a creamy béchamel sauce that coats the noodles. If you’re looking for the ultimate easy, creamy baked mac n cheese recipe, then you’ve come to the right place!

Before You Get Started

  • Grate your own cheese. Pre-shredded cheese won’t melt as smoothly.
  • Use a mix of cheddar and Velveeta. This ensures both sharp flavor and smooth creaminess.
  • Avoid overbaking. Just 15 minutes at 325°F keeps the pasta tender and creamy, not mushy or dry.
  • Warm your ingredients. Room-temperature milk and cheese blend more evenly.
  • Skip the eggs. For this version, leaving them out prevents a firm, dry, set texture.
Side shot of a bowl of creamy baked mac and cheese.

How to Make Creamy Baked Mac and Cheese

This homemade mac and cheese is perfect for holidays or family gatherings since you can assemble it ahead and refrigerate for a couple of days. It also makes an easy main dish; just add cooked chicken, ham, or veggies for a hearty one-pan meal!

Step 1: Boil the Pasta

Cook the noodles in salted boiling water until just shy of al dente. They will continue baking in the oven. Don’t forget to salt the water!

** Quick Note: Drizzle with a little olive oil after draining to prevent sticking.

Draining boiled elbow macaroni pasta in a colander.

Step 2: Make the Roux

Melt the butter, add flour, and whisk constantly for one minute to eliminate the raw flour taste.

** Pro Tip: Use medium heat so the roux stays pale and smooth.

Step 3: Build the Cheese Sauce

Gradually whisk in milk and half-and-half, then remove the pot from the heat before adding the cheeses. This prevents curdling or separation.

** Quick Note: Fold in cheese slowly for the creamiest texture.

Stirring pasta into cheese sauce.

Step 4: Combine and Bake

Stir the pasta into the sauce and pour into a greased dish. Top with remaining cheese.

Adding cheese on top of baked mac and cheese.

Bake for 15 minutes, just until bubbly.

** Pro Tip: For a lightly browned crust, broil for 1-2 minutes at the end.

Side shot of a white pan full of make ahead baked mac and cheese.

Variations and Serving Ideas

Cheese Blends: Try Colby Jack, Gruyère, Monterey Jack, or Fontina for different melt and flavor profiles.

Toppings: Add buttered panko, crushed Ritz, or bacon for texture.

Mix-Ins: Stir in cooked chicken, ham, or broccoli to make it a meal.

Seasoning: Add garlic powder, cayenne, or paprika for extra depth.

Serving Ideas: Pair with roasted chicken, mustard pork tenderloin, Crock Pot pulled BBQ chicken, or maple-glazed roasted turkey breast.

Best home made mac n cheese I’ve ever had. I only used 6 oz of Velveeta and used Gruyere for the the rest because I was scared of the Velveeta honestly. I baked a little higher and longer and did broil at the end, and omg. It is perfection. I know what I am bringing to everything ALWAYS now! Lol. Thank you for sharing your delicious recipe!!

-Ashley

Storage, Freezing & Make Ahead

  • Make Ahead: Assemble but don’t bake; refrigerate up to 2 days. Bake uncovered for 20-30 minutes until hot and bubbly.
  • Storage: Refrigerate leftovers up to 4 days. Avoid freezing for best texture.
  • Reheat: Cover with foil and warm at 325°F or microwave individual portions briefly. Add a splash of milk to loosen sauce if needed.

Frequently Asked Questions

How do I keep mac and cheese creamy?

Avoid overbaking and always use freshly grated cheese. A bit of Velveeta helps prevent separation. Don’t add eggs, which give the dish a more firm, dry, set texture.

Why no eggs in this version?

Eggs “set” the sauce, making it more like a sliceable casserole; skipping them keeps it smooth and saucy.

Can I double the recipe?

Yes. Use two 9 x 13-inch pans and rotate in the oven halfway through baking.

Can I make this without Velveeta?

Substitute an extra 1 ½ cups of cheddar plus ½ cup of heavy cream for similar results.

Bowls of creamy baked mac and cheese on a white table.

Did you make this recipe?

If you enjoyed this recipe, please leave a comment with a 5-star review at the bottom of the post. Thank you!

Watch How to Make It

Square overhead shot of a bowl of creamy baked mac and cheese.

Creamy Baked Mac and Cheese

4.81 from 41 votes
Prep: 20 minutes
Cook: 15 minutes
Total: 35 minutes
Servings 12 (as a side dish) or 6-8 (as an entrée)
Calories 479 kcal
The best rich and creamy mac and cheese! Assemble in advance for easy holiday meals, potlucks, and weeknight suppers.

Equipment

Ingredients
  

  • 1 lb. dry elbow macaroni pasta
  • ½ cup salted butter
  • ½ cup all-purpose flour
  • 2 cups milk, at room temperature (I use 2%, but whole milk will also work well)
  • 2 cups half-and-half, at room temperature
  • 1 teaspoon Worcestershire sauce
  • 12 ounces cubed Velveeta cheese, at room temperature
  • 3 cups grated sharp cheddar cheese, divided (at room temperature)
  • 1 teaspoon kosher salt
  • ½ teaspoon dry mustard
  • ¼ teaspoon black pepper
  • Pinch of nutmeg

Instructions

  • Preheat oven to 325°F. Grease a 9 x 13-inch baking dish and set aside. In a large pot of salted boiling water, cook pasta for 1 minute less than the package suggestion for al dente (about 8 minutes). Drain and toss with a drizzle of olive oil to prevent sticking.
    Draining boiled elbow macaroni pasta in a colander.
  • While the pasta boils, melt butter in a large Dutch oven (about 6-7 quarts) over medium heat. Add flour; cook, whisking constantly, for 1 minute. Very gradually, whisk in the milk and half-and-half. Bring to a boil over medium heat, whisking constantly. Remove from the heat.
  • Whisk in the Worcestershire sauce. Gradually add all of the Velveeta cheese and half of the cheddar cheese (1 ½ cups). Stir until the cheese is completely melted and smooth. Stir in the salt, dry mustard, pepper and nutmeg.
  • Add cooked, drained pasta and stir to coat.
    Stirring pasta into cheese sauce.
  • Transfer to the prepared baking dish. Sprinkle remaining 1 ½ cups of grated cheddar on top.
    Adding cheese on top of baked mac and cheese.
  • Bake for 15 minutes, or until cheese is melted on top and the sauce is bubbly. If you prefer a crispier, darker brown top on your mac and cheese, place the dish under the broiler during the final few minutes of baking. Just be sure to keep a close eye on it so that the top doesn’t burn.
    Overhead shot of creamy baked mac and cheese in a white dish.

Notes

  • Grate your own cheese for best melting results.
  • Use equal parts cheddar and Velveeta for ideal flavor and creaminess.
  • Don’t overbake; remove when bubbly and melted.
  • Bring dairy and cheese to room temperature before mixing.
  • Add a splash of milk when reheating to loosen the sauce.
  • Skip the eggs. This version stays creamy without them.
  • Cook pasta slightly under al dente to avoid mushiness.
  • Broil briefly for a browned top, if desired.
  • Not freezer-friendly (texture changes).
  • Double for holidays or large gatherings.

Nutrition

Serving: 1/10 of the dishCalories: 479kcalCarbohydrates: 40gProtein: 20gFat: 26gSaturated Fat: 16gPolyunsaturated Fat: 1gMonounsaturated Fat: 6gTrans Fat: 0.3gCholesterol: 78mgSodium: 941mgPotassium: 325mgFiber: 1gSugar: 7gVitamin A: 981IUVitamin C: 1mgCalcium: 465mgIron: 1mg
Keyword: baked mac and cheese, cast iron dutch oven mac and cheese recipe, creamy baked mac and cheese, creamy mac and cheese
Course: Dinner, Side Dish
Cuisine: American

This was a big hit at our parish. I couldn’t believe a simple dish like Mac and cheese would get so many compliments! A keeper. Thanks.

– Barbara

Originally published in October, 2020, this post was updated in November, 2025.

Square shot of Blair Lonergan from the food blog The Seasoned Mom serving a pie at a table outside.

Hey, I’m Blair!

Welcome to my farmhouse kitchen in the foothills of Virginia’s Blue Ridge Mountains. Inspired by local traditions and seasonal fare, you’ll find plenty of easy, comforting recipes that bring your family together around the table. It’s down-home, country-style cooking!

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Comments

  1. Tanya says:

    5 stars
    Hi Blair – We have been looking for a stellar mac-n-cheese recipe and have finally found it! This is my son’s favorite food and every time I made it from scratch it would come out grainy and bland – I’ve tried, literally dozens and dozens of mac-n-cheese recipes and we’ve finally found the PERFECT recipe! Thank you so much for sharing this and for saving my cooking reputation. Just to address the comments on salt – we are on a low sodium diet and after making it once as written we adapted to our tastes & needs. We only lightly salt the pasta water and add just 1/2 tsp Morton’s low sodium salt which provides great taste and added potassium. We also used low sodium Worcestershire sauce (yes, it’s a real thing) and unsalted butter. We figured it would be easier for guests to add a bit of salt if they felt they needed it and this worked beautifully for everyone. Kids love it and I feel good about it being LOTS healthier then other mac-n-cheese recipies! Thank you, Blair!

    1. The Seasoned Mom says:

      Thank you so much for a kind, in-depth review, Tanya! We’re so happy you found the recipe and enjoyed it so much. We hope you continue to enjoy other dishes on the site!

  2. Marrianne says:

    Is there anything else to use beside Velveeta? My family does not like the taste of it! I won’t waste my money on buying it even for 1/2 the amount if cheese to use! We’re not the only ones who do not like the taste of it.
    Would you just make a white sauce and add the cheddar, or any other kind of cheese. Would that work and have the same creamy results?
    Thanks in advance
    Marrianne

    1. The Seasoned Mom says:

      Hi Marrianne!

      We don’t recommend omitting the Velveeta in this dish as it’s what truly coats the noodles and creates a velvety sauce. If you’re looking for an option without Velveeta, you might like this mac and cheese instead!

    2. Shelley says:

      To answer the question about substitution of velveeta, any pasteurized cheese would work if you can tolerate Land O Lakes White American cheese. That’s what we use instead of Velveeta. It’s just as creamy and coats the noodles.

      1. The Seasoned Mom says:

        Thanks for the feedback, Shelley!

  3. P.A. says:

    5 stars
    Made it today exactly as written and it was amazing. Did not dry out as some Mac and cheeses do. Was creamy and delicious. I am not a cook so appreciated the exact measurements such as the salt, pepper. Thank You.

    1. Blair Lonergan says:

      That’s great, P.A. Thank you for letting me know!

      1. Michelle says:

        Can I make this a day ahead of time and reheat in the oven? Would it do well without having to add additional milk when reheating?

        1. The Seasoned Mom says:

          Hi Michelle,

          Yes, this can be prepped up to 2 days in advance! When you’re ready to serve, bake uncovered for 20-30 minutes until hot and bubbly. We hope you enjoy!

  4. Alice says:

    5 stars
    Creamy baked Mac & cheese that is so delicious! Usually baked macaroni and cheese is dry, this is not. I divided my recipe into two casseroles and gave one away. My friend has requested the recipe, they loved it. I used half-and-half and skim milk because it was all I had on hand, but the recipe turned out perfectly. I also used a variety of shredded cheeses because I didn’t have enough of the extra sharp cheddar. Sounds like I did my own thing but the flavors with the Velveeta and half-and-half, Worcestershire & mustard made such a difference. It was delicious!

    1. The Seasoned Mom says:

      Thank you for your feedback, Alice! We’re so glad you were able to make the recipe work for you and enjoyed it.

  5. Maya says:

    5 stars
    I love this recipe I’ve been making it for years for my family. Would it be possible to switch the milk for evaporated milk?

    1. Blair Lonergan says:

      Hi, Maya! It might work, but the evaporated milk is much richer, so just keep that in mind.

  6. Sharon Jamison says:

    Hello!
    My granddaughter & I made this for our thanksgiving dinner. It was too cheesy !!!
    I think if I make this again I would just use either the velveta OR the sharp cheddar cheese.

    1. The Seasoned Mom says:

      Thank you for the feedback, Sharon. We hope you enjoyed it and had a happy Thanksgiving!