So I developed this recipe and now I share it with you, friends. Â Because you all deserve this bit of comforting yum in your life. Â
You are so welcome.
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This one is the one I make to go along with Buttermilk Fried Chicken Tenders or Hammy Sammies or Beef Roast Sandwiches. How about Loaded Roast Beef and Bleu Sliders?  You should probably check them out!  Heck, this would make a PBJ look great.  We love to add chunks of ham and make it a full meal. Add some bacon or crab if it floats your boat! Pulled pork with onions and barbecue sauce?  Oh good heavens!
The possibilities are endless.
Our favorite combinations are a Havarti (2 c.) – Cheddar (4 c.) blend with bacon, or smoked Gouda/Cheddar with ham. Â Also, we’ve grown quite fond of next-day-leftovers* pressed flat and fried in refined (no coconut flavor) coconut oil. Crispy on the outside and hot and gooey on the inside. Â How can you resist?
This recipe has gone viral since I first posted it. Â If you’re visiting from Pinterest, please take a minutes and check my recipe index for hundreds of other great recipes!
And it’s EASY. Â The only bummer is the tired hand you’ll have from grating all of that cheese.
Boil your choice of pasta (it doesn’t matter the shape, just choose one that holds all the cheesy goodness) in water salted with a teaspoon or so of kosher salt until al dente.
While the pasta is cooking, melt 1/2 c. (1 stick) of butter in a large saucepan over medium heat.  Sprinkle in 1/2 c. flour, and whisk together for 2-3 minutes to let it cook.
Add in 1/2 T. (Tablespoon) Kosher or Himalayan sea salt and 1/2 T. (Tablespoon) pepper.
(Originally, the recipe called for 1 T. each of Kosher salt and pepper, but since most readers were using table salt, the result was too salty. Â Please note that I have changed the numbers to reflect what works well as a general rule. Â Start less and add more as needed to taste. Â You can add it in, but you can’t take it out!)
Slowly pour in 4 cups of whole milk (don’t skimp here–in fact you can even use some cream) whisking as you go until smooth. Â Keep whisking until the sauce comes just to a very low boil — it will take several minutes. Â This is where it will thicken considerably. Â If you stop heating it too soon, it will not thicken correctly so whisk and heat until thickened just like in the picture at right. Â Remove from heat.
Grease a 9×13″ dish with butter and add the cooked pasta to the dish.
Over the top of the pasta sprinkle 6 cups freshly shredded Cheddar (I use white or sharp), or any mix of cheese you prefer. Just please skip bagged cheese.  Because of additives, it melts differently.  You will get the best result if you grate a block of cheese!
Pour the beautiful cream sauce over the top of the cheese and pasta and let it sit a couple minutes to begin to melt the cheese.  Then, stir the whole beautiful cheesy goodness together and make the topping. In a small skillet, melt 2 T. butter over medium heat.  Add in 1/2 c. panko bread crumbs.  Stir constantly until golden brown.  Sprinkle over the pasta and cheese.
Bake in a preheated 325 degree oven for 12-15 minutes.
Hot, cheesy perfection.
Serves 6-8 as a main dish or 10-12 as a side.
*I have received many questions regarding preparing THE Mac ahead of time.  It is my recommendation to make this fresh before serving.  Many people LOVE this cheesy goodness reheated, and love the leftovers as much as fresh out of the oven,  But because it is a cheese sauce, it can tend to separate and does not lead to optimal results if you are making it for a get together.  Of course, it is possible to make this ahead, put it in the fridge and then just add some time to your bake time, and it does taste AMAZING, but for optimal results, make it, bake it, and eat it.  :o)
For Crock Pot tips, see the very bottom of this post!
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I have tested THE Mac in the crock pot and I got some decent results! For those of you who need to buy a couple hours if you’re bringing THE Mac to an event without an oven, I found a way to work it! Make all of the elements of THE Mac — make the pasta, grate the cheese, make the cream sauce and stir it all together. Also, make the panko topping, but set this aside to add to the top before serving.
Keep this in your crock pot on low for about two hours. After that, stir it, set the temp to warm and be prepared to serve it as soon as possible since the longer it sits on warm, the more the sauce bakes in and you lose the creaminess that makes this spectacular. It still tastes delicious, but the texture definitely changes to be more like a traditional baked mac and cheese.
Please note that all crock pots are different and one that has a bit of a higher temp may dry this recipe out quicker! Keep an eye on it and be prepared to turn it down or off if needed. Again, fresh is best, but I hope this provides you an alternative if you need it!
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Once upon a time, there was a girl who just wanted creamy, cheesy mac and cheese. Not full of spices or fancy things, just plain ol’ gooey mac and cheese. As such, The Mac & Cheese was born. Alison's recipe has become our claim to fame—standing strong as the Most Pinned Mac & Cheese Recipe on Pinterest.
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I just made this dish and used LARGE jumbo shells and used mild shredded cheddar. I also added minced garlic and a couple scoops of meltable sharp cheddar cheese dip to the milk and flour mixture. I also took leftover croutons and crushed them for the top. Turned out fantastic!!
I just made this tonight and used very LARGE jumbo shells and used mild shredded cheddar. I also added minced garlic and a couple scoops of meltable sharp cheddar cheese dip to the milk and flour mixture. I also took leftover croutons and crushed them for the top. Turned out fantastic!! Yummy!
Hi, Amber. :o) I’m so glad you tried and liked my recipe. Sometimes, you just work with the ingredients you have and make it work, right? Sounds you like you did a great job of that! I love that you stopped back to let me know that you enjoyed it; hopefully, you find some more yummy food in our recipe index!
I made this tonight for my super picky mac-n-cheese snob children! They loved it, and so did hubby and I 🙂 I used cheddar and Velveeta…and to keep the calories a TAD bit lower, used almond milk instead. Yes, I DO realize that mac-n-cheese isn’t supposed to be low calorie, but I was pleasantly surprised with the outcome!!! This is my new go-to recipe! So glad I found you!!!!!
Woohoo!!! Another Mac and Cheese success story! Thanks, BoniLady! I’m so happy you found me, too! I hope you poke around and find some more great recipes for your family! Happy to *meet* you! :o)
[…] Oh my goodness, I love this recipe! Â Emilie made it for Sunday dinner a while back and it was so delicious–one of the tastiest macaroni and cheese recipes I have ever had. Â Original recipe source. […]
I made this to cook tomorrow (before I read that I should do it day of) but I’m leaving first thing in the morning so I wouldn’t have time to make it all… I’m so excited to see the turn out… Hope it’s not too greasy
Hi, Keisha!
I hope that it turned out for you! I’ve never attempted a make ahead so I’m curious to see what happened! Hopefully, you stop back by to let us all know! :o)
wow! so yummy. i was looking for a easy enough recipe but something yummy for a baby shower I’m co hosting. i had to quadruple this recipe to fill a huge pan and a 9×13 for dinner to try it out…it was DELISH! i can’t wait for my family to try it tonight for dinner.
Fabulous to hear, Sheree! I bet those ladies at the shower were super happy you were co-hosting! :o) What kinds of cheeses did you use? I love to hear how people enjoy it the most. Thanks for stopping back by to let us know you loved it and for taking the chance on trying it for your big event. Hope you find more recipes to enjoy on our site! Happy Memorial Day!
I am a little confused about the “sauce”. I know the calls for 6 cups of cheese to place on top of the noodles, but I missed any instructions on how to make the sauce that goes on top of the 6 cups of shredded cheese. HELP!
Hi, Lorie!
The sauce is the mixture made from butter, flour, milk, salt and pepper. In the recipe directions, the sauce making part begins with the words, “While the pasta is cooking…”
Hope you are able to successfully make THE Mac and Cheese and that you love it! :o)
My cream sauce never turned into a creamy sauce, it was straight liquid. According to the recipe no cheese was to be added to that? Am I misreading? It didn’t cook into “gooey deliciousness” that so many others have claimed. I can’t be the only person who had a liquid mess even after it coming out of the oven.
Hi, Morgan! I hate when I try a new recipe and it flops! The key to a roux is getting the mixture to temp to thicken. If it doesn’t get hot enough, it will not become the thick sauce you’re looking for. The science proves that it will work if it’s hot enough. Are you familiar with making a roux? Keep trying it — you can even practice with smaller amounts if you’re worried about wasting ingredients. Equal parts butter and flour with liquid whisked until very hot will thicken. Thanks for trying it. Hope you are able to get it figured out. :o)
I made this mac and cheese for an office BBQ this weekend and have been told multiple times today that it was “hands down the best mac and cheese EVER”. I followed the recipe and used a mix of Cheddar, Gouda and Beecher’s Flagship, but can’t imagine any cheese combination not being great in this. Thanks for the wonderful recipe and helping me show off for my coworkers!! Will definitely be making again!
Katherine, yours is the kind of comment that reminds me how fun it is to keep sharing my recipes! I love that you got to be the popular kid at the party and now you have a go-to recipe whenever you need food to share! Thanks so much for your kind words and making the effort to come back and let me know it was such a success. :o) Hope you find more fun food to try here!
Just made this on mothers day and it was a hit for my entire family. The kids and adults loved it. I am wondering if I could make this in advance and freeze it until ready to bake?
Hi, Tara!
I’m so glad you tried and enjoyed my recipe and came back to say so! :o)
I really doubt this could be a good freezer recipe. Sad. I just can’t think of a way to successfully freeze the cheese sauce and have it turn out. If you find a way, please share!
Hope you find more things to enjoy from our site! Have a happy day!
I had made a bunch and froze some. When I unthawed it I added a little more milk and I thought it was still delishious.
Well, that is fantastic to hear! Thanks, Valarie for sharing the great tip! :o)