Creamy Macaroni and Cheese
Mac and cheese is a classic family favorite for a reason! It is easy to make, cheesy and delicious. Perfect for any occasion.

This version is rich, cheesy, baked until bubbly, and topped with that golden crunch everyone fights over. And the best part? It’s quick, easy, and totally doable even on a busy day when you’re juggling a million things.
I’ve made a lot of mac and cheese over the years. Some were too dry, some were too bland, and some were amazing but took way too long. This recipe hits that sweet spot: creamy without being soupy, cheesy without being heavy.
Why This Mac and Cheese Works Every Time
This isn’t just pasta with cheese melted on top. The secret is the sauce. A simple roux made with butter and flour creates a smooth, creamy base that holds everything together. The combination of sharp cheddar and Gruyère gives you bold flavor and that dreamy melt. Add a splash of cream, a hint of smoked paprika, and finish it with a crunchy topping and suddenly you’ve got something special.

Perfect for Parties, Potlucks, and Family Dinners
This recipe serves eight generous portions, which makes it ideal for:
- Family get-togethers
- Holiday dinners
- Potluck parties
- BBQs and cookouts
- Birthday celebrations
- Or just feeding a hungry family with leftovers for tomorrow
You can prep parts of it ahead of time, bake it fresh when needed, and trust that it’ll disappear fast. It’s one of those dishes that quietly steals the show.
Creamy Baked Mac and Cheese Recipe
- Prep Time: 15 minutes
- Cook Time: 25 minutes
- Cool Time: 5 minutes
- Total Time: 45 minutes
Here’s What You’ll Need
For the Mac and Cheese
For the Topping

Step-by-Step Instructions (Super Clear and Stress-Free)
1. Preheat the Oven
Preheat your oven to 350°F (175°C). Lightly grease a 9×13-inch baking dish and set it aside. This step may seem small, but it makes cleanup so much easier later.
2. Cook the Macaroni
Bring a large pot of salted water to a boil. Cook the elbow macaroni according to the package instructions, stopping when it’s al dente. You want the pasta to still have a little bite since it’ll finish cooking in the oven.
Drain the pasta and set it aside.
Helpful tip: Slightly undercooking the pasta keeps your mac and cheese from turning mushy after baking.
3. Make the Cheese Sauce
In a large saucepan over medium heat, melt 1/2 stick (4 tablespoons) of butter. Once melted, whisk in the flour. Keep whisking for 1–2 minutes until the mixture looks bubbly and lightly golden. This step cooks out the raw flour taste and builds the base for a creamy sauce.
Slowly whisk in the milk and whipping cream. Take your time here and keep stirring so you don’t end up with lumps. Continue cooking for 5–7 minutes, stirring constantly, until the sauce thickens enough to coat the back of a spoon.
Stir in the smoked paprika, salt, and pepper.

4. Add the Cheese
Remove the saucepan from the heat. Stir in the shredded cheddar and Gruyère cheeses, a little at a time, until fully melted and smooth.
Give it a taste and adjust the seasoning if needed. This is your moment to make it just right.

5. Combine Pasta and Sauce
Add the cooked macaroni directly into the cheese sauce. Stir gently until every piece of pasta is coated in that creamy goodness.
Pour the mixture into your prepared baking dish and spread it out evenly.

6. Prepare the Crunchy Topping
In a small saucepan, melt the remaining 1/2 stick (4 tablespoons) of butter. Stir in the panko breadcrumbs until they’re evenly coated.
In a small bowl, mix the buttered breadcrumbs with the grated Parmesan cheese. Sprinkle the topping evenly over the macaroni and cheese.
This topping adds the perfect contrast to the creamy inside and trust me, people will notice.

7. Bake
Place the dish in the oven and bake for 20–25 minutes, or until the top is golden brown and the sauce is bubbling around the edges.
If you love an extra-crispy topping, broil for 2–3 minutes at the end. Just keep a close eye on it breadcrumbs can go from golden to burnt quickly.
8. Rest and Serve
Remove the mac and cheese from the oven and let it sit for about 5 minutes before serving. This helps everything set up and makes serving easier.
Then dig in and enjoy every creamy, cheesy bite.

Make-Ahead and Storage Tips
This mac and cheese is a dream for planning ahead.
To make ahead:
Assemble everything (including the topping), cover tightly, and refrigerate for up to 24 hours. When ready to bake, let it sit at room temperature for about 20 minutes, then bake as directed.
To store leftovers:
Store in an airtight container in the fridge for up to 4 days.
To reheat:
Warm in the oven at 325°F or in the microwave with a splash of milk to bring back the creaminess.
Easy Variations to Try
Once you’ve made this recipe once, it’s easy to customize:
- Add bacon: Stir in cooked, crumbled bacon before baking
- Make it smoky: Add a little extra smoked paprika or smoked cheddar
- Veggie boost: Mix in sautéed broccoli, spinach, or caramelized onions
- Extra cheesy: Add a handful of mozzarella for extra stretch

If you’re bringing one dish to a gathering and want it to be the one people remember, this is it. Warm, familiar, and made to be shared just like the best moments in life.
Check Out More Cheesy Recipes

Creamy Macaroni and Cheese
Ingredients
For the Mac and Cheese
- 16 oz elbow macaroni
- 3 cups sharp cheddar cheese shredded
- 2 cups Gruyère cheese shredded
- 1 stick unsalted butter divided
- 1/4 cup all-purpose flour
- 3 cups whole milk
- 1 cup whipping cream
- 1/2 teaspoon smoked paprika
- Salt and pepper to taste
For the Topping
- 1 cup panko breadcrumbs
- 1/2 cup grated Parmesan cheese
Instructions
- Preheat your oven to 350°F (175°C). Lightly grease a 9×13-inch baking dish and set it aside. This step may seem small, but it makes cleanup so much easier later.
- Bring a large pot of salted water to a boil. Cook the elbow macaroni according to the package instructions, stopping when it’s al dente. You want the pasta to still have a little bite since it’ll finish cooking in the oven.
- Drain the pasta and set it aside.Helpful tip: Slightly undercooking the pasta keeps your mac and cheese from turning mushy after baking.
- In a large saucepan over medium heat, melt 1/2 stick (4 tablespoons) of butter. Once melted, whisk in the flour. Keep whisking for 1–2 minutes until the mixture looks bubbly and lightly golden. This step cooks out the raw flour taste and builds the base for a creamy sauce.
- Slowly whisk in the milk and whipping cream. Take your time here and keep stirring so you don’t end up with lumps. Continue cooking for 5–7 minutes, stirring constantly, until the sauce thickens enough to coat the back of a spoon.
- Stir in the smoked paprika, salt, and pepper.
- Remove the saucepan from the heat. Stir in the shredded cheddar and Gruyère cheeses, a little at a time, until fully melted and smooth.
- Give it a taste and adjust the seasoning if needed. This is your moment to make it just right.
- Add the cooked macaroni directly into the cheese sauce. Stir gently until every piece of pasta is coated in that creamy goodness.
- Pour the mixture into your prepared baking dish and spread it out evenly.
- In a small saucepan, melt the remaining 1/2 stick (4 tablespoons) of butter. Stir in the panko breadcrumbs until they’re evenly coated.
- In a small bowl, mix the buttered breadcrumbs with the grated Parmesan cheese. Sprinkle the topping evenly over the macaroni and cheese.
- This topping adds the perfect contrast to the creamy inside and trust me, people will notice.
- Place the dish in the oven and bake for 20–25 minutes, or until the top is golden brown and the sauce is bubbling around the edges.
- If you love an extra-crispy topping, broil for 2–3 minutes at the end. Just keep a close eye on it breadcrumbs can go from golden to burnt quickly.
- Remove the mac and cheese from the oven and let it sit for about 5 minutes before serving. This helps everything set up and makes serving easier.
- Then dig in and enjoy every creamy, cheesy bite.