Name: Phyllis’s Homemade Baked Mac & Cheese
Prep time: 20 min
Cook time: 50 min
Total time: 1 h 10 min
Yield: 12
Cuisine: US
Ingredients: 4 tablespoons butter, divided; 2 cups whole milk, or as needed; 3 tablespoons all-purpose flour; 24 ounces extra-sharp yellow Cheddar cheese, diced; 16 ounces sharp cheddar cheese, diced; 2 pounds elbow macaroni, cooked until al dente in salted water; 2 eggs, beaten; Salt and freshly ground black pepper, to taste; 2 lbs shredded sharp Cheddar cheese; ½ cup seasoned breadcrumbs (optional)

Indulge in the ultimate comfort food: a creamy, decadent baked mac & cheese. Featuring a rich stovetop cheese sauce, perfectly cooked elbow macaroni, and a golden, bubbly topping, this dish is guaranteed to become a family favorite. Elevate it further with sautéed shrimp for a truly special occasion.

Follow The Directions

01

Step

Preheat the oven to 350 degrees F (175 degrees C). Grease a large casserole dish. (5 minutes)

02

Step

In a saucepan over medium heat, melt 2 tablespoons butter. Add milk and bring to a simmer, then reduce heat to low. (2 minutes)

03

Step

In a small bowl, whisk flour with 2 to 3 tablespoons water until smooth. Add flour mixture to the saucepan, stirring constantly, and cook until sauce thickens. (3 minutes)

04

Step

Add diced extra-sharp Cheddar and diced sharp Cheddar cheese to the sauce, stirring until cheese melts completely and the sauce is smooth. Remove from heat. (5 minutes)

05

Step

Meanwhile, bring a large pot of salted water to a boil, and cook elbow macaroni until al dente (tender with a slight bite), about 8 minutes, or according to package instructions. Drain well and set aside. (10 minutes)

06

Step

Melt remaining 2 tablespoons butter in a microwave-safe bowl on High, about 10 seconds. (1 minute)

07

Step

In a large bowl, combine cooked elbow macaroni, melted butter, and beaten eggs. Stir well to coat the macaroni evenly. (2 minutes)

08

Step

Pour the cheese sauce over the macaroni mixture and stir gently to combine, adding a little more milk if the sauce seems too thick. Season generously with salt and freshly ground black pepper to taste. (3 minutes)

09

Step

Pour the macaroni and cheese into the prepared casserole dish. Top evenly with shredded sharp Cheddar cheese and seasoned breadcrumbs (if using). (2 minutes)

10

Step

Bake in the preheated oven until golden brown and bubbling, 35 to 45 minutes. Let stand for 10 minutes before serving. (50 minutes)

For an extra layer of flavor, try adding a pinch of nutmeg to the cheese sauce.
Sautéed shrimp, bacon, or chopped ham can be added to the macaroni and cheese before baking for a heartier meal.
For a crispier topping, broil the macaroni and cheese for the last few minutes of baking, keeping a close eye to prevent burning.
Feel free to adjust the types of cheeses to your preference. Gruyere, Monterey Jack, or Fontina would all be delicious additions.

RECIPE REVIEWS

Avarage Rating: 5.0/ 5 ( 4 Ratings)

Total Reviews: (10)

Trent Huels
Jul 1, 2025
I found the breadcrumbs got a little too brown. Next time, I'll add them halfway through baking.
Hank Gorczany
Jun 28, 2025
This recipe is amazing! My family devoured it.
Eugene Macgyver
Jun 26, 2025
I added some roasted vegetables to mine and it was delicious!
Teresa Marvin
Jun 24, 2025
I think the baking time was a little long for my oven. Next time I'll check it at 30 minutes.
Laverna Raynormacgyver
Jun 16, 2025
The cheese sauce was so creamy and flavorful. I'll never use a boxed mix again!
Stevie Spencer
Jun 9, 2025
I used Gruyere and it was phenomenal!
Amparo Dare
Jun 8, 2025
This recipe is a keeper!
Ernestine Wisozk
Jun 5, 2025
The shrimp addition was fantastic! Such a great way to elevate this classic dish.
Halle Bogisich
Jun 3, 2025
Best mac and cheese recipe ever!
Malvina Gottlieb
May 19, 2025
So good! Easy to follow instructions and my mac and cheese came out perfect.

Phyllis’s Homemade Baked Mac & Cheese