Baked Macaroni and Cheese

If you’re going to make mac and cheese, let’s make it a decadent baked macaroni and cheese with bechamel sauce and two different types of cheese. It’s rich, creamy, and a perfect side dish for holiday dinners or any time you’re craving some serious comfort food.

macaroni and cheese in a baking dish with a spoon.

We’re calling on our old friend, bechamel sauce, for this recipe and turning it into the creamiest cheese sauce made with not one but two types of cheese. Bechamel might seem old-fashioned, but it really does make the best macaroni and cheese. The sauce has a creamy, smooth consistency.

I also use a trick to flavor the sauce with onion and garlic without compromising the smoothness. Instead of chopping them up and mixing them in, you simmer a chunk of onion and smashed garlic cloves in the bechamel. They infuse the sauce with flavor, and then you remove them. No chopping!

How to Make It

It’s not necessarily a quick weeknight side dish, but it’s perfect for Thanksgiving, Christmas, or other special occasion dinners – like a cozy weekend when you need a little comfort food.

Oh, and if you like this recipe, try my Green Chile Macaroni and Cheese and Stovetop White Mac and Cheese!


Baked Macaroni and Cheese

a pan of baked mac and cheese.

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Rich and decadent baked macaroni and cheese made with a classic bechamel sauce and two types of cheese. It’s rich, creamy, and a perfect side dish for holiday dinners or other special occasions.

  • Author: April Anderson
  • Prep Time: 20 minutes
  • Cook Time: 40 minutes
  • Total Time: 1 hour
  • Yield: 8 servings 1x
  • Category: Side Dish
  • Method: Bake
  • Cuisine: American


  • 16 ounces macaroni
  • 4 tablespoons unsalted butter
  • 4 tablespoons all-purpose flour
  • 3 cups whole milk
  • 1/2 cup heavy cream
  • 1/4 of a peeled yellow onion (one wedge)
  • 2 peeled and smashed garlic cloves
  • 1 teaspoon kosher salt
  • 8 ounces mild cheddar cheese, shredded
  • 8 ounces Monterey jack cheese, shredded


  1. Preheat oven to 375°F. Boil the macaroni in a large pot of water for two minutes less than what’s listed on the package. Drain the pasta and set it aside.
  2. In the same pot that you cooked the pasta, melt the butter over medium heat until frothy. Add the flour and mix it with the melted butter until there are no lumps (about 2 or 3 minutes). Slowly pour in the milk and cream, whisking continuously until the mixture is smooth with no lumps.
  3. Add the onion wedge and smashed garlic. Cook the sauce for 10 to 15 minutes over medium heat. You don’t want it to boil, so lower the heat if necessary. It will start to thicken as it cooks.
  4. Discard the onion and garlic. Season the sauce with the salt and add all but 1 cup of the cheese (save the rest for the baking dish). Stir until the sauce is smooth and the cheese has melted.
  5. Add the macaroni to the sauce and stir to combine. The sauce may be a little loose, which is fine. It will thicken in the oven.
  6. Transfer the pasta and sauce to a 9×13″ baking dish. Sprinkle the rest of the cheese over the top. Bake the mac and cheese for 15 to 20 minutes or until it’s bubbly hot and the sauce is thickened. Let it stand a few minutes before serving.


This recipe works best with block cheese you’ve shredded yourself. I’ve tried it with bagged shredded cheese, and the sauce doesn’t have the same smooth and creamy texture. I’ve also made this with aged white cheddar cheese instead of Monterey Jack, and it’s delicious but not as creamy.

Leftover mac and cheese is never as good as when it was first made. The sauce will thicken when it’s chilled and lose its creamy consistency. If you have leftovers, adding a few splashes of milk when you reheat them helps thin the sauce so it’s creamier.

This recipe makes eight generous servings as a side, or you can serve it as a main dish for four to six.


  • Calories: 556
  • Sugar: 6.9g
  • Sodium: 555.4mg
  • Fat: 27.5g
  • Saturated Fat: 16.3g
  • Unsaturated Fat: 8.9g
  • Trans Fat: 0.4g
  • Carbohydrates: 51.9g
  • Fiber: 2g
  • Protein: 24.7g
  • Cholesterol: 78.9g

Do you love this recipe? Don’t forget to leave a comment and your recipe star rating!

The nutrition is an estimate only. It was calculated using Nutrifox, an online nutrition calculator.

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Recipe FAQ

What is bechamel sauce?

It’s a French white sauce with roux (butter and flour), milk, and (sometimes) nutmeg. The flour is cooked with the butter (also known as a roux), and then you whisk in some milk. As the sauce cooks, it thickens, and you can use it as is or add other ingredients. It’s considered a mother sauce in French cooking because it’s so versatile.

For the recipe I’m sharing, I use some cream with the milk to amp up the richness, and then the bechamel is flavored with onion and garlic and into a creamy cheese sauce by adding shredded cheese.

The key to a smooth sauce is to cook it slowly. It takes about 10 to 15 minutes for the sauce to thicken.

Can you use other kinds of cheese?

You can really use any good melting cheese for this recipe, but I opt for either mild or sharp cheddar cheese and Monterey Jack. The cheddar brings the flavor, and the Monterey jack melts like a dream.

Gruyere works really well in place of the cheddar. Sometimes, I use extra sharp cheddar and aged white cheddar cheese instead of the Monterey jack, but the result is not as creamy smooth. You can also substitute Swiss cheese for the Monterey Jack. Sometimes I sprinkle some grated Parmesan cheese over the top before it goes in the oven.

I don’t recommend using pre-shredded cheese for this recipe. It often has additives that make the cheese more shelf-stable (like anti-clumping agents), which can cause issues in how it melts into the sauce. I’ve tried it with bagged shredded cheese and the sauce is not as creamy and smooth.

What kind of pasta is best for macaroni and cheese?

I like good old-fashioned elbow macaroni, but any short pasta shape that holds sauce well will work. Penne is a great choice, or try rotini or cavatappi. I think small shells or orecchiette would work well, too.

Whatever shape you use, boil it long enough so it’s very al dente. Once you mix it with the sauce and bake it, it will finish cooking and won’t end up mushy.

What about a breadcrumb topping?

I skip the breadcrumbs for this one because it’s already pretty rich and decadent. That said, feel free to mix up buttered breadcrumbs or panko breadcrumbs with some salt and pepper and sprinkle it over the top before you bake it.

the final dish.

If you’re craving some comfort, this macaroni and cheese is the answer. I hope you try it soon!

Happy Cooking,

More Favorite Comfort Food Recipes

Post, photo, and recipe updated from the archives. First published in November 2015.


  1. Can this be prepped before hand and popped in the oven at the last minute??? Thanks. I’m thinking it would be great with my Super Bowl spread.

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