Baked Macaroni and Cheese

Its just about a requirement that all Americans love macaroni and cheese in some form and at some time in their lives, I’m no different. Growing up, my mother made a creamy homemade mac and cheese with a sauce that was smooth as silk and permeated every particle of perfectly cooked macaroni. It was my brother’s favorite so she usually made it every Sunday.

As a teen, we all became well acquainted with the boxed stuff, thrilling over the marvel and convenience of the powdery sauce which combined with milk to deliver the ideal after school snack for three busy young people on the go.

After I had my own kids, however, I quickly learned why my mother seldom ate Mac and Cheese. My kids loved it so much that I got burned out just from stirring those countless pots of pasta.

Then a few years ago I realized something – I missed my mac and cheese. I needed to reacquaint myself with it. While my mother’s mac and cheese is to die for, I longed for a stringy, cheesy, casseroley, version in my adult years. Something as far from the boxed stuff as I could get without introducing things my children would consider “weird”. Voila, Baked Macaroni and Cheese was born.

Those of you who subscribe to my email newsletter will receive an added bonus at the end of this week because I am also sending you my mother’s macaroni and cheese recipe as well as this one in my weekly recipe email!

You’ll need: Cheddar cheese, plain flour, macaroni pasta, salt, margarine or butter, and milk.

Put a pot of water on to boil (about six to seven cups of water).
Measure out your dry macaroni into the pot. I am giving you measurements of the dry because I know this is always confusing, you never know if they want you to use two cups dry or two cups cooked and so on.
This recipe calls for 2 1/2 cups DRY macaroni.
Bring this to a boil and reduce to simmer until noodles are tender. Drain.
In a bowl, combine flour, salt, and pepper.

Stir that up.

Lightly spray cooking spray in an oven safe bowl or dish.
Place 1/2 of your macaroni in the bowl. Sprinkle with flour mixture.

Cut two thirds of a stick up butter into small pieces like this.

Place a few pats of butter on top of your first layer.

Top with half of the cheese.

Remaining macaroni…

Remaining flour mixture and butter…

and remaining cheese.
Pour milk over all.
Cover with aluminum foil and bake in the oven at 350 for 35 minutes.
Remove foil and bake an additional ten minutes.

OOOOOOOOOOH look at that!!
At this point my son came in and said “Ma, when is the macaroni and cheese gonna be done?”.
I showed him this and his eyes got “big as dollars” as my grandmother would say!
Become a kid again :).
Baked Macaroni and Cheese

Baked Macaroni and Cheese


  • 2 1/2 cups uncooked macaroni
  • 2 1/2 Tablespoons flour
  • 1 1/4 teaspoons salt
  • Pepper to taste (I use about a teaspoon)
  • 4 Tablespoons margarine
  • 3 cups shredded cheddar cheese
  • 1 cup milk


  1. Cook pasta until tender, drain. Mix all dry ingredients together, set aside. Spray oven safe bowl or dish with cooking spray. Place half of macaroni inside. Sprinkle half of the flour mixture over top and top with half of the margarine, sliced into small slices. Sprinkle 1 1/2 cups cheese over. Repeat. Pour milk over all. Cover with foil and bake at 350 for thirty five minutes. Remove foil, bake an additional ten minutes. Serve hot.
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*I’ll announce the winner of the slow cooker giveaway before I go to bed tonight! I have another post I’m working on now so it will be included in that one!
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Thank you so much for taking the time out of your busy lives to read Southern Plate! I want to especially thank you for all of your comments and emails! I am usually a little behind on responding (so I can keep getting more recipes up and posted!) but I read every single one of them and always respond as soon as I can. You are all such incredibly wonderful people and I appreciate all of the extraordinary kindness you have and continue to show me!


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  1. Sheryle says

    I made this for my dinner tonight and I must say it turned out way to salty. I don’t usually shy away from salt, often salting my food after it is cooked. Perhaps my fault, I salted the boiling pasta water and I also used salted butter. If I make it again, I will not do either of those two things and probably just use 1 teas. of salt. I also think that I will melt the butter, then for the first layer use half of the melted butter, half of the milk and gently stir. Repeat with the second layer and also gently stir the top part and then add a bit more cheese to the top of that. I found that the cheese did not uniformly melt and give all the macaroni a cheesy taste, especially on the bottom layer. I also might add some diced smoked beef sausage (already cooked) to help entice my husband to eat it, since he is not a fan of mac and cheese but if it has some meat in it…… If I do that, I will add it in both layers and probably reduce the salt a little more. You can always salt it more later, but you can’t take it back! But the recipe is a good starting point for adventurous cooks! Thanks Christy for this easy basic recipe! Also got the recipe for the chocolate revel bars, but haven’t seen your grandma’s recipe! Is it posted on the site somewhere?

  2. Cindi says

    Christy…..I just want to take the opportunity to thank you so much for your easy and tastey recipies. I made this Mac and cheese tonight and it was great. I did not change a thing. I made a meatloaf in the crock pot and your Mac and cheese. I have never enjoyed cooking so much before. Easy recipies.

  3. Jill says

    Hi Christy. . . I was hoping you could help me out. I have prepared this mac and cheese twice now and both times came up with a curdled consistency throughout. I have prepped it the day before, refrigerated it and baked it the following day. Do you think it’s because I’m pouring the milk on when I’m prepping it? I cool down the noodles completely with cold water before assembling, but should I wait to pour the milk right before baking it the following day? Also, I’m using skim milk. Not sure if that makes a difference. Any advice you have I would appreciate it. Thank you!

  4. Erica R. says

    I found this recipe today and made it today using shells instead of elbow and it was good! I tend to like a nice sauce in my mac and cheese but this was very good and will go into my recipe book for easy and quick night meals. I can’t wait to experiment with other types of cheese

  5. nicole s says

    Wow!!! looks better then what was on the other websites … making this for dinner tonight … my 17 month old loves mac and cheese … but i think he will love this better … great recipe and easy to make!!!

  6. Alison says

    I agree with Sheryle..I am making this again tonight, definitely DO NOT salt the pasta water or use salted butter, when I made this the first tim I made this mistake and I could not eat it. Boyfriend loved it, but I am sure it will be much better this time!

  7. Torri says

    OMG the best mac and cheese ever. I made it ( first time ever making mac and cheese ) last night and it was the best. Hubby went back for seconds ;) I did increase the cheese because I used medium cheddar and like cheese lol

    • toddinhali says

      I was a little confused about that at first too. I had thought it was a full stick of butter (1 pound) but after purchasing a stick found that it was split into four wrapped 1/4 pound sticks, which match up to the size of the stick in the picture, and does equal about 4-5 table spoons. So…do not use 2/3 of a pound of butter! Less than 1/4 pound in actuality.

  8. leolia says

    this by far was the best I tried it yesterday for the first time and it can out super perfect this is the best mac n cheese recipe ever. I’ve tried to make countless mac’n’ cheese recipe and your killed it. It feels great to finally find the perfect mac’n'cheese recipe glad I stumbled across this

  9. Alexandra says

    I dont know about anybody else, but I think the flour made the cheese really clumpy. I was hoping for creamy, but this isn’t it. In any case, the flavor was really good, so I did enjoy it anyways.

  10. says

    This is my go-to mac and cheese recipe, it’s wonderful and I have been making it for years (ever since you first posted it)!!

    Our family has gone gluten free, and just in case anyone else has the same dietary restrictions, I’ve made it successfully with brown rice pasta and either soy flour or coconut flour, tastes exactly the same but wont mess with my husband’s required diet.

  11. Stephanie M says

    You are simpy amazing! I haven’t tried this yet but I will make homemade Mac n cheese for the first time this thanksgiving, thanks to your recipe. I am more than motivated to make this dish now, you made it simple and easy. I love how you took actual pictures of the process, that was really helpful considering the fact I’m a visual learner. Thanks so much god bless and have a happy holiday!!!!

  12. Juli says

    This looks great! I love making mac n cheese this way – reminds me of Grandma’s! Not sure if this is any easier but might help distribute the ingredients a little bit if you are having trouble with clumping. I drain the macaroni after cooking then put it back into the pot and add the butter and let it melt and then add the flour and stir it all together – that way all the macaroni is coated with the flour/butter mixture. I then add the shredded cheese and stir it all around and then dump it all into a buttered casserole dish. Add the milk and then top with cheese and bake. Lots of ways to get to the same lucious results. Happy Thanksgiving – I’m grateful for blog friends who add warmth and yumminess to my kitchen!

    • Camilla says

      Exactly the way I do it, I stir the flour and butter in then layer my cheese. I dont let it sit in milk overnight because it will be too mushy. I did not know if anybody else made it like this so I did a search and found this recipe. Although, I make a excellent white sauce I dont have to worry about how much sauce to make with this recipe. I just add milk until it is right. use enough milk so that it will have time to cook without drying out. I do love buttered bread crumbs on top. Did it for the first time this Thanksgiving.

  13. Amanda says

    I made this recipe on a whim last year for Thanksgiving and EVERYONE loved it. I just spent over an hour searching the net. for this recipe because NOTHING else will do. Its a simple recipe with huge flavour. Thank you for sharing!

  14. Chris says

    I was a little sceptical of the layering. It turned out great. I doubled the recipe and added 1\4 tsp dried mustard powder and 1\2 tsp each of onion powder and garlic powder. I used half the salt and half the pepper. It was great!

  15. Sarah says

    Thaannkkkk you so much! I tried other recipes and they just did not work out.
    I added 1/4 tsp dried mustard, but otherwise followed as indicated. Next time I might use a bit more cheese. Delish!!

    @Sheila- for me, this made an 8×8 pan, so about 9 smaller servings.

  16. Tara Marie says

    This recipe is the bomb! Ive tried a lot of different recipes since I have lived in Houston Tx and this one is my favorite! Plus its really easy to make which is a definite plus when you have to make a lot for family get togethers.

  17. Margaret says

    Just made this and it was delicious! I even used cheese that I had frozen because it was leftover and it was perfect. I’ll use less butter next time and I did add an extra 1/3 c milk, but really delicious and sooo easy! Love!

  18. Kelli O. says

    I’ve made your recipe SO many times. It is our new go-to recipe for mac n cheese. I am going to try and see how it turns out to do everything tonight, put it in the fridge, and add the milk before baking tomorrow. Hope it works out! I will post again tomorrow and let you know how it went.

  19. diane says

    I made this for the first time today and was pleasantly surprised how good it was! I did add 1/4 tsp dry mustard to the flour mixture and used Sharp cheese – yummmmy! Next time I will substitute ground white pepper for the black and add a little more cheeeeese. Will be my go-to mac and cheese from now on.

  20. Shandle says

    This was only the second time that I have tried to make baked mac n cheese. This was very good! I think I’ll add more milk next time though. That’s just personal preference, this recipe is a winner even without any alterations!

  21. Kiki2Chic says

    I made this recipe last night, and I must say this is the best recipe I have ever made. It was well seasoned, the cheese was bubbly and golden, the edges were chewy and crispy. I was perfect. My husband and kids were so impressed. Awesome recipe! Thanks for sharing.

    • says

      you don’t have to mix or stir it. It all bakes together just right. This is good reheated but keep in mind that this is a good old fashioned stringy mac and cheese, not the creamy sauce one that is more commonly served :) I think you’ll love it!

  22. Jessie says

    This is how my grandmother made mac and cheese,how my mom makes it, and now how I make it. The only difference is that we slice the cheddar cheese into strips when we layer it, and we pour the milk into the dish until it is almost level with the top layer.

    So good!

  23. Aisha says

    Hey Christy,
    I love all your recipes and this one looks so simple and perfect for a begginer like me.
    I just wanted to ask something.
    I dont have foil available here where i live…how can i bake it uncovered?
    And before popping it inside the oven can i put a final layer of mozzarella? Would that make any difference. Please do reply.
    A Pakistani :)


  1. [...] every weekend, and lately, instead of substituting in good vegetables & grains, I just eat mac & cheese all the time. I’ve seriously made it every week for the last month, and since Sam [...]

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