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.
Table of Contents
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.
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.
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.
Step 4: Combine and Bake
Stir the pasta into the sauce and pour into a greased dish. Top with remaining cheese.
Bake for 15 minutes, just until bubbly.
** Pro Tip: For a lightly browned crust, broil for 1-2 minutes at the end.
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.
Related Recipes
- Duke’s Homemade Mac and Cheese
- Crockpot Mac and Cheese
- Dutch Oven Mac and Cheese
- Mac and Cheese with Ground Beef
Or check out this collection of 15 Mac and Cheese Recipes!
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
Creamy Baked Mac and Cheese
Equipment
- 9 x 13-Inch Baking Dish
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.
- 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.
- Transfer to the prepared baking dish. Sprinkle remaining 1 ½ cups of grated cheddar on top.
- 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.
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
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.
This recipe is amazing. I’ve made it multiple times and it is always awesome. Thanks!
Thank you, Heather!
I dont usually Make this style of Mac n Cheese but I was sharing Christmas day with a very dear best friend and wanted to take a side dish to compliment her ham & Brisket so I chose this recipe and her 2 sons said it was the best Mac n Cheese they ever eaten. Now remind you these boys are very particular and most kids love only their moms cooking but when they told her mine was the best and one of her sons wanted the recipe, I was very flattered. It’s not easy to top other moms cooking, so props to you. And thank you so much for sharing. I am making it again for New Years hoping my family here which are my 3 sons , granddaughter and daughter in law week all love it as well.
Yay! I’m so glad that the kids approved! Hope your family enjoys it for New Year’s, too. Thank you, Anna!
Sounds amazing! Will this work in 9×13 foil pans (from costco)? Any adjustment to cokking times?
Those should work well, Michael! I don’t think you’ll need to adjust the cooking time too much. The foil pans might warm the food a little bit faster, but it shouldn’t be a drastic difference. Just keep an eye on the mac and cheese as it gets close to the end. Enjoy!
If you’re looking for the yummiest, creamiest mac ‘n cheese recipe, you’ve found it! This recipe was a big hit at a recent football tailgate, and has become our go-to mac ‘n cheese recipe. Thanks!
Yay! So glad to hear that, Cindy. Thanks for your note!
Velvetta is not real cheese. It should never be consumed in any fashion. It is highly toxic & a fake food product.
lol go away Pam.
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.
We’re so glad it was a hit, Barbara! Thank you for trying it out.
It’s great. Best recipe. My husband who isn’t a pasta fan liked it. I don’t think it’s salty like someone suggested but to each there own.
Thank you, Nancy!
This is a great recipe , everyone loved it. If making this just for my husband and my self could you cut the recipe in half and bake in a smaller pan?
I’m so glad that it was a hit, Kathy! Yes, you can cut all of the ingredients in half and baked it in a 2-quart dish. The rest of the instructions remain the same. 🙂
I have a question can I just use the cheeses and not use Velveeta Cheese?
Hi Robin,
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!
I was going to make this for a potluck where won’t be able to cook it there. Will this receipt set when it cools or will it stay creamy? Have found some other recipes get quite solid when cool so wanted to see how this one would do. Thanks!
Hi Anna! We’ve found that this recipe tends to stay saucier than others when cooled. Hope this helps!
Sorry but as soon as I read Velveeta cheese I was done. Fake, plastic, nasty, never ever use! I am loving this site but not this recipe.
Excellent recipe I cut the recipe in half and as others mentioned omit the extra salt. I cooked mine in a ninja oven for 20 minutes instead of 15 perfect! My husband could not stop eating it! Fabulous will make this with my holiday ham regularly and it will go great with everything.
Thank you for the feedback, Paula. We’re so glad it was a hit!
I really wanted to love this recipe. I love Mac and cheese and prefer the creamy version to the macaroni pie version. I am always on the hunt for the perfect recipe I never thought I would say this but it was too creamy, it seemed almost sludgy. I liked the flavour but way too creamy for me and my family.
We’re sorry you didn’t love it. We do have lots of other mac and cheese recipes you might enjoy better!
I’ve been making this recipe for the past 3 years for every holiday and birthday. My family loves it! Bread crumb topping is a must for us. I change up the cheese depending on what I have EXCEPT the Velveeta. I’ve made quite a few different recipes over the years and this one never steers me wrong!
Thank you, Heather! We’re so happy to hear this and are glad you love the recipe!
Great make ahead Mac and Cheese! I did add a bit more Velveeta just to use it up (16 oz instead of 12) and it was so delicious!
Thank you, Vicki! We’re so glad you enjoyed it!
Made this for Easter for my daughter and some of her friends who couldn’t make it home for the weekend! Is now a family favorite! Question-am wanting to make it one day and reheat the next in a crock pot at my daughters tennis tennis meet-think it would still be ok? I was thinking maybe just slightly undercook the pasta?
Hi Rhonda! We’re so glad you enjoyed it. We haven’t tested it and can’t guarantee how it would do but think it would be okay. We’d love to know how it goes if you try it out!
I’ve made the recipe many times and it’s always a hit! I was also wondering about making ahead of time and not baking, but instead warming in a crock pot. Rhonda, I was wondering if you ended up having any success with the crockpot?
My brother and I enjoyed the macaroni and cheese. It was very tasty! I made a half-portion. I found the sauce to be a bit too thick and creamy, and therefore needed to thin it out with more mlik. I think I will use 3/4 cup of milk, and 1/2 cup of half and half the next time. I also used processed cheese slices, as that is what I had on hand. I decided on your recipe at the last minute. 🙂 So, next time, I will use the Velveeta cheese. Thank you for sharing.
We’re so glad it still turned out well for you! Thank you for trying it out.
Would be nice if you added “ how much “ of the ingredients used… milk, cream, Velveeta…etc
Hi, Jim! You can always find all of the specific measurements for each ingredient in the recipe card at the bottom of the post. Hope you get to try it!
Loved it, but I used more shredded cheddar 4 oz of velveta, 1 cup half and half and the rest was 2% milk. No salt or worstershire sauce.
We’re glad you were able to make it work for you, Beverly!
I haven’t tried the recipe yet, but it sounds amazing.
The website I’m not so happy with. I’ve been screaming at my screen for the last 5 minutes trying to print while more pop-up ads load.
Hi Kathy! We’re sorry to hear this but appreciate the feedback and will continue to do what we can to mitigate the ads, though we don’t always have control of their placement.
Can I use a different cheese beside Velveeta? My family doesn’t care for Velveeta.
Thank you!
Hi, Joslyn! Absolutely! It will have a different texture and flavor, but will still be great! Just about any good melting cheese will work, such as cheddar, Colby, or Monterey Jack.
Second time making this and I think it was better than the first time I made it. My very picky 12 year old loves this dish!
We’re so happy to hear this, Heidi! Thank you for trying it out and taking the time to leave a review.