Family Favorite Macaroni and Cheese

macaroni and cheese with bread crumb topping
Diana Rattray
Prep: 15 mins
Cook: 30 mins
Total: 45 mins
Servings: 6 servings
Nutritional Guidelines (per serving)
717 Calories
47g Fat
44g Carbs
30g Protein
See Full Nutritional Guidelines Hide Full Nutritional Guidelines
Nutrition Facts
Servings: 6
Amount per serving
Calories 717
% Daily Value*
Total Fat 47g 60%
Saturated Fat 26g 131%
Cholesterol 128mg 43%
Sodium 1102mg 48%
Total Carbohydrate 44g 16%
Dietary Fiber 4g 14%
Protein 30g
Calcium 844mg 65%
*The % Daily Value (DV) tells you how much a nutrient in a food serving contributes to a daily diet. 2,000 calories a day is used for general nutrition advice.
(Nutrition information is calculated using an ingredient database and should be considered an estimate.)

This macaroni and cheese recipe is a combination of elbow macaroni and a flavorful homemade cheese sauce. Some American (Velveeta) cheese in the sauce makes it creamier than all cheddar, or use all cheddar cheese, smoked cheddar, or a cheddar and Gruyere blend. The sauce is made richer with some light cream or half-and-half, and a small amount of mustard adds flavor.

The buttery bread crumb topping browns perfectly for a delicious, crunchy topping. I sometimes add grated Parmesan cheese to the bread crumb mixture.


  • 8 ounces elbow macaroni (2 cups uncooked)
  • 6 tablespoons butter (divided)
  • 1/4 cup all-purpose flour
  • 2 cups milk
  • 1/2 cup half-and-half
  • 1/8 teaspoon freshly ground black pepper
  • 1/4 teaspoon salt
  • 1 teaspoon dry mustard
  • 2 cups shredded cheddar cheese (8 ounces)
  • 1 cup shredded American cheese (4 ounces)
  • 1 cup soft breadcrumbs*

Steps to Make It

  1. Gather the ingredients.

  2.  Heat oven to 350 F (180 C/Gas 4).

  3. Grease a 2-quart baking dish or spray with cooking oil spray.

  4. Cook the macaroni following package directions; drain in a colander and rinse with hot water.

  5. In a bowl, combine the cheddar and American cheeses. Set aside.

  6. In a medium saucepan melt the 4 tablespoons of butter over medium heat until hot and foamy; stir in the flour until bubbly. Cook, stirring, for 2 minutes. Gradually add the milk and cream along with the salt, pepper, and ground mustard. Cook, stirring constantly, until thickened. Add 2 cups of the cheese blend and continue cooking until melted, stirring constantly.

  7. Add the drained macaroni to the sauce and stir to blend. Pour the macaroni and cheese into the prepared baking dish. Top with the remaining 1 cup of shredded cheese

  8. Melt the remaining 2 tablespoons of butter and toss with the breadcrumbs. Sprinkle over the cheese layer.

  9. Bake for 25 to 35 minutes, until bubbly and nicely browned.


  • Make breadcrumbs in the food processor using day-old bread or rolls.

Recipe Variations

  • Use a combination of cheddar and Gruyere cheese or all cheddar cheese.
  • Use shredded smoked cheddar cheese in the sauce.
  • Add about 1/2 cup of cooked crumbled bacon to the sauce.
  • Add 1/4 cup of grated Parmesan cheese to the bread crumb and butter mixture.