Ultimate Macaroni & Cheese

This is America’s favorite comfort food – tender macaroni, rich and cheesy sauce and a crisp crumb topping.

Serves: 15
Serving Size: 1 cup
15 mins Prep time 45 mins Cook time
15 mins Prep time
45 mins Cook time
  • Preheat oven to 400°F. Cook macaroni in large saucepan as directed on package for al dente pasta. Rinse under cold water; drain well.

  • 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.

  • Bake 25 to 30 minutes or until bubbly and golden brown on top. Let stand 5 minutes before serving.

Nutrition information

(Amount per serving)

  • 397Calories: 397Cholesterol: 57mg
  • Sodium: 522mgProtein: 17g
  • Total Fat: 21gFiber: 2g
  • Carbohydrate: 35g

Ratings & Reviews: 14

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  • Tasha on 11/17/2014

    This was the best baked mac & cheese I ever made, minus the bread crumbs.

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  • Peter on 07/28/2014

    This mac and cheese rocks!

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  • Maya on 07/29/2014

    Super delicious!!

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  • Katrina on 11/19/2015

    Everything about this recipe makes me smile. The whole family loves it and you can cut it in half and use a 8x8 pan. I've already made this dish 3 times and will be making it for Thanksgiving this year. :)

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  • Samantha on 08/20/2015


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  • Mary on 05/23/2015

    ABSOLUTELY awesome. Cheesy...breadcrumbs are a very nice touch! I prefer to use a different type of macaroni such as a gemelli or corkscrew pasta. WONDERFULLY DELICIOUS!

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  • Debbie on 09/27/2014

    Ummmmmmmm,Ummmmmmmm good!!!!!!!!!!!!!!!! N

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  • barbara on 02/25/2014

    LOVED IT! I followed the recipe exactly except for one tiny deviation. Hubby and I like things with a little kick so I halved the recipe to fit two and added some red pepper flakes and it was delicious. I will definitely make this again.

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  • Rebecca M. on 11/13/2013

    This tasted really good. I like the different spices that went into it that still made it feel like a homestyle mac&cheese, but something more than just plain. I prefer it without the breadcrumbs and added the small amount of paprika to the mixture before baking.

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  • Sonia on 10/25/2014

    reminds me of grandma's

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  • Nancy on 02/21/2014

    Looks yummy.

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  • owen s. on 02/22/2014

    Sorry;.long way from a genuine creamy some kinda cheesy M&cheese.....but sounds okay

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  • Evie on 07/11/2014

    wish I didn't make it with the breadcrumbs, it might have had a chance. I had at a big gathering and nobody liked it because of the breadcrumbs .

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  • pamela on 05/09/2014

    Not for me at all. Starchy and tasteless.

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  • Maya on 03/17/2014

    My family went crazy over this mac & cheese.

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