Ultimate Macaroni and Cheese Recipe - Allrecipes.com
Ultimate Macaroni and Cheese Recipe
  • READY IN 1 hr

Ultimate Macaroni and Cheese

Recipe by  

"This is America's favorite comfort food--tender macaroni, rich and cheesy sauce and a crisp crumb topping."

+ Recipe Box + Shopping List + Menu Print

Ingredients Edit and Save

Original recipe makes 15 servings Change Servings


  1. Preheat oven to 400 degrees F. Cook macaroni in large saucepan as directed on package for al dente pasta. Rinse under cold water; drain well.
  2. Melt butter in same saucepan on medium heat. Sprinkle with flour and seasonings. Cook and stir 2 minutes or until well blended. Gradually stir in milk until smooth. Stirring constantly, cook 3 minutes or until sauce starts to thicken. Stir in cheese until melted and smooth. Remove from heat. Add macaroni; toss gently to coat. Pour into greased 13x9-inch baking dish. Mix panko and paprika; sprinkle evenly over top.
  3. Bake 25 to 30 minutes or until bubbly and golden brown on top. Let stand 5 minutes before serving.
Kitchen-Friendly View
  • PREP 15 mins
  • COOK 45 mins
  • READY IN 1 hr

Reviews More Reviews

Most Helpful Positive Review
Jan 06, 2014

This was a great creamy plain old fashioned macaroni and cheese. The first time I made it I used whipping cream and sour cream in place of all the milk. Wow... creamy, comforting and fattening. I did not use garlic powder because even though I love it, it did not sound good in mac and cheese. I had no ground mustard so I left that out, and the amount of pepper sounded way off base so I only used 1/4-1/2 t until it tasted good to me. I also used crushed corn flakes instead of bread crumbs to the top of the casserole and drizzled the whole thing with another 1/2 cup of melted butter. I baked it about 45-50 minutes, because it was not hot and bubbly in the center at 30 minutes. Definitely use a larger pan if you have one. This went right to the top of my largest oblong glass dish.

Most Helpful Critical Review
Nov 27, 2013

Too much flour! The texture was PASTY!! Otherwise, a good recipe. Next time I will use less flour & really didn't need that much black pepper either. Especially when feeding this to little kids.

Jan 13, 2014

made this for x mas dinner it was a hit!

Jul 07, 2014

I did a 15 servings tray...it came out good my family wanted it a lil creamier so next time I'll add some heavy cream .. Unless someone recommends something else to do ...other than that it was a hit and easy to make

Jun 28, 2014

Excellent flavor. I used brown rice pasta instead of wheat pasta. I sautéed 1 cup of finely diced red onion in the butter before adding the flour. Great for potluck suppers.

Jun 03, 2014

Big hit, with the whole family, on thanksgiving!

May 10, 2014

I think this is a really great recipe. I have made it twice now. The first time I followed the recipe exactly except that I used about a cup of heavy cream I had in the refrigerator and I didn't have ground mustard so I used @ 1 tsp of Gouldens. The only only small problem I found with this recipe was that there is way too much cheese sauce. Luckily last time I had some leftover pasta in the fridge so I added it in and the problem was solved. My family devoured it!! I made it again today for a BBQ by request. I needed to double the recipe and ended up with too much sauce again even though I really tried to quarter it.(That's probably on me!!) At any rate, I just made more pasta and now I have more for the party:)

Apr 04, 2014

Tastes great! I added habanero cheese to spice it up a bit and it was a great choice!


Rate This Recipe

Glad you liked it! Your friends will, too:


  • Calories
  • 413 kcal
  • 21%
  • Carbohydrates
  • 36.4 g
  • 12%
  • Cholesterol
  • 65 mg
  • 22%
  • Fat
  • 22.2 g
  • 34%
  • Fiber
  • 1.2 g
  • 5%
  • Protein
  • 19.2 g
  • 38%
  • Sodium
  • 550 mg
  • 22%

* Percent Daily Values are based on a 2,000 calorie diet.

See More
Go Pro!

In Season

Fresh Summer Meals
Fresh Summer Meals

Enjoy the bright days of summer with easy recipes.

Do Healthy Your Way
Do Healthy Your Way

Low-fat, low-carb, paleo, vegan. Get recipes for your lifestyle.

Subscribe Today! Only $7.99
Subscribe Today! Only $7.99

Delicious recipes, party ideas, and helpful cooking tips! Get a year of Allrecipes magazine for just $7.99!

Related Videos

Baked Homemade Macaroni and Cheese

A buttery cracker topping and rich cheese sauce make it a family favorite.

Smoky Mac & Cheese

Turn basic pantry ingredients into a creamy, spicy mac & cheese.

Classic Macaroni and Cheese

This classic, hearty mac and cheese is super simple and really tasty.

Recently Viewed Recipes

Argentina  |  Australia & New Zealand  |  Brazil  |  Canada  |  China  |  France  |  Germany  |  India  |  Italy  |  Japan  |  Korea  |  Mexico

Netherlands  |  Poland  |  Quebec  |  Russia  |  SE Asia  |  United Kingdom & Ireland  |  United States