Macaroni and Cheese

A rich, velvety macaroni and cheese recipe built on a foolproof Mornay sauce, sharp cheddar, and Gruyère for the ultimate comfort food.

Why This Recipe Works:

• Grating cheese from a block avoids anti-caking agents, ensuring a perfectly smooth emulsion.
• Cooking the pasta two minutes under al dente prevents it from turning mushy during the bake.
• A touch of ground mustard boosts the savory, sharp notes of the cheddar without adding actual mustard flavor.

I still remember the humid Tuesday afternoon in my cramped third-floor apartment when I tried to impress my sister with a homemade cheese sauce, only to watch it separate into a gritty, oily swamp. I sat on the linoleum floor, staring at the ruined pot, utterly defeated.

It was a humbling moment. My mistake was simple: I had used pre-shredded cheese from a plastic bag.

Think about this in terms of physics. Those convenient bags of pre-shredded cheese are coated in potato starch and cellulose to keep the shreds from clumping together in transit. When you melt them, that powdery coating disrupts the protein matrix of the cheese, preventing it from emulsifying smoothly into a cohesive sauce. The result is hands down the grainiest, most depressing pasta you will ever encounter.

The fix is incredibly easy.

You just need to grate your own cheese from a block to get an absolutely perfect, velvety sauce. If you want a quicker weekday alternative, you can always try my One Pot Creamy Mac and Cheese. But today, we are making the ultimate baked version.

Macaroni and Cheese

• Publisher Storied Skillet
• Cuisine American
• Category Dinner, Comfort Food
• Prep Time 15 mins
• Cook Time 25 mins
• Servings 6
• Calories 520 calories
• Rating 4.8 3376
• Tags Macaroni and Cheese, Baked Mac and Cheese, Comfort Food

Ingredients

• 16 oz elbow macaroni
• 4 tbsp unsalted butter
• 1/4 cup all-purpose flour
• 3 cups whole milk, warmed
• 1 cup heavy cream
• 8 oz sharp cheddar cheese, grated from the block (reserve 1 cup for topping)
• 8 oz Gruyère cheese, grated from the block (reserve 1 cup for topping)
• 1 tbsp Diamond Crystal kosher salt
• 1/2 tsp freshly cracked black pepper
• 1/2 tsp ground mustard
• 1/4 tsp garlic powder
• 1/2 cup panko breadcrumbs

Directions

1. Preheat your oven to 375°F (190°C) and lightly grease a 9x13-inch baking dish with butter.
2. Bring a large pot of salted water to a rolling boil and cook the elbow macaroni for exactly two minutes less than the package instructions for al dente.
3. Drain the pasta and rinse briefly with cold water to stop the starch gelatinization process, then set aside.
4. In a large Dutch oven over medium heat, melt the butter until it foams, then whisk in the flour to create a roux.
5. Cook the roux for about one minute to eliminate the raw flour taste, then slowly stream in the warm milk and heavy cream while whisking constantly to prevent lumps.
6. Simmer the mixture for 3 to 5 minutes until it thickens enough to coat the back of a spoon, then turn off the heat.
7. Stir in the kosher salt, black pepper, ground mustard, garlic powder, and the remaining grated cheddar and Gruyère cheeses until completely melted and smooth.
8. Fold the cooked macaroni into the cheese sauce until every noodle is fully coated, then pour half into the prepared baking dish.
9. Sprinkle half of the reserved cheese over the pasta, layer the remaining macaroni on top, and finish with the rest of the cheese and panko breadcrumbs.
10. Bake for 20 to 25 minutes until the edges are bubbly and the top is a beautiful golden brown.

Notes

• I highly recommend using Diamond Crystal kosher salt; if you only have Morton's kosher salt, use just 1.5 teaspoons to avoid over-salting.
• Gruyère cheese is selected because its high water-to-oil ratio and excellent protein structure make it melt beautifully without breaking, providing a rich stretch.
• Do not leave the roux unattended; it can burn in a matter of seconds, so keep your whisk moving constantly until you add the dairy.
• After a day in the fridge, the pasta will absorb some of the moisture from the sauce, making it slightly firmer, but it reheats beautifully with a splash of milk.
• Grating cheese by hand can get annoying fast, but it is absolutely worth it to avoid the gritty texture of pre-shredded bags.
• If you want to experiment with different flavor profiles, try our Smoked Mac and Cheese or our Spinach Artichoke Mac and Cheese for a green twist.

Serving Suggestions

This baked pasta is a showstopper on its own, but pairing it with the right sides can turn it into an unforgettable meal.

• Serve this alongside a crisp green salad tossed with a light vinaigrette to cut through the rich, cheesy profile.
• It pairs beautifully with roasted green vegetables like broccoli or asparagus to balance the heavy carbs.
• For the ultimate comfort food feast, serve it next to some warm, buttery Homemade Garlic Bread fresh from the oven.
• Top with a pinch of smoked paprika or fresh chives right before serving to add a pop of color and a subtle smoky finish.

Storage and Reheating

Leftover mac and cheese is a beautiful thing, but you have to treat it with respect. Store it in an airtight container in the fridge for up to four days, keeping in mind that the pasta will continue to drink up the sauce as it sits.

Do not microwave it on high.

If you blast it with high heat, the cheese sauce will break and leave you with a greasy puddle. Instead, reheat it gently on the stovetop over low heat.

Add a splash of whole milk or heavy cream—about a tablespoon per cup of pasta—to loosen the sauce back up. Stir it constantly with a wooden spoon until it returns to its original, velvety glory.

It works every single time.

Ingredient Substitutes

If you don't have all the ingredients on hand, these simple swaps will keep your dinner on track without sacrificing flavor.

1. Gruyère Cheese: You can substitute Gruyère with Fontina or Swiss cheese for a similarly smooth melt and nutty flavor profile.
2. Elbow Macaroni: Cavatappi, penne, or conchiglie (shells) work beautifully as they have ridges that help the cheese sauce cling to the pasta.
3. Whole Milk: You can use 2% milk in a pinch, but avoid skim milk as it lacks the fat content needed to stabilize the Mornay sauce.
4. Panko Breadcrumbs: Regular breadcrumbs or crushed Ritz crackers make an excellent crispy alternative for the topping.

I hope this recipe brings as much warmth to your table as it does to mine. Don't worry if your first roux feels a little clumsy—cooking is a practice, and even the messy attempts taste delicious when covered in melted cheese. Let me know how yours turns out!