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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OMG!!! My husband and I agreed, this is the Mac & Cheese we’ve ever had!! Thank you for sharing!! I made half of the recipe in a 9 x 9, and changed nothing!!
Sally, you made me smile. :o) Thanks for that! You are so welcome — we truly aim to please. Hope you find some more food to love on our site.
Why can’t you just mix the cheese with the sauce and then pour it over the pasta.
Hi, Mary!
You can if you want to! This is just the way I prefer to do it. Way easier to clean the pan! :o)
Just made this tonight and it was excellent!! We used mild cheddar, white cheddar, and 4 state cheddar mix. We also put a jar of pesto when we were cooking the sauce and WOW. It was amazing!! Definitely recommend throwing some pesto in if you like it. Thank you!!
Hey, Chase! Wow! Super idea!! You just made a fabulous thing even better! Nice! :o) Thanks for the kind words!
I have made this a few times now and it’s amazing!!
I add mushrooms to mine and it’s delicious 🙂
Leftovers are also the best!!
Thank you, Tammy!! Your comment was a great way to start my day. :o) Mmmmm…I would be all over that mushroom idea if I didn’t have so many fungus haters at my house. Thanks so much for coming back to leave such sweet words.
I am so glad i found your recipe online. It had so many rave reviews that i knew this was the one tht i had to make for my son’s birthday dinner as he loves Mac ‘n Cheese. I am not a very gd cook and this was the first time i tackled making one from scratch. Luckily it was not difficult and it turned out delicious! I will def be making it again and again. Thx so much for this wonderful recipe! I do hv one question tho…does this freeze well?
Hello, Tina! I am SO glad you found us! I love that you took a chance and tried THE Mac for your son’s birthday dinner! It’s a winner, for sure! Just so you know, our site is designed to help folks who say they are not very experienced cooks to learn how to make just plain good food so please take some time and glance through our meals and soups and such on our Recipe Index. I once was a brand new cook and these are all of my tried and true, well-loved recipes spelled out for our readers. :o)
For instance, try Beef Roast Sandwiches, or Chicken Dumpling Stew! These are two delicious recipes that anyone can make. AS for freezing, I haven’t quite tested that out yet. I froze some individual portions and forgot to take them out and see what happens. I will do that soon, and post the results. Good question.
Made it for the first time last night and it was a hit! I used sharp cheddar and havarti cheese and was a bit more generous on the bread crumbs. We paired it with bacon wrapped asparagus and garlic knots. YUM!
Mmmmm…I have some family who would LOVE the idea of bacon wrapped asparagus! :o) I’m so very glad you all like The Mac, Stormy, and I’m thankful you came back to say so! I hope you poke around our site and find some more treasures!
Just got around to making this today. It was just Hubs and I, so halved the recipe. I had about two cups of assorted ends of cheeses, havarti, gouda, aged gouda, swiss, and medium cheddar. Then I grated a cup of Dubliner, irish cheddar. It made the most amazing cheese sauce. Then I folded in about a cup of diced applewood ham. I used whole milk. Not really sure why you pour the sauce over the cheese, and then stir it all together. I have always folded the cheese into the sauce, then poured the hot pasta in to the same pot. Stirred it all up, and then turned it into the baking pan. So this is what I did this time, as well. It was really, really good. Thanks so much!
Hi, JonniDee! That is some amazing cheesiness you had going on! Yum!! And ham in THE Mac is just fabulousness. Good job! I use my method because I got really tired of cleaning the pan from the cheese sauce. :o) If you can save a step, save a step, right? And some people swear there’s magic in my method, so, there’s that. :o) Thanks so much for trying my recipe. Hope you had a lovely Easter!
[…] didn’t have my mom’s Mac and cheese recipe with me, so, to Pinterest I went. I used this recipe, & needless to say, I felt like Violet in Charlie and the Chocolate Factory when she turns into […]
Took a chance on this recipe, I thought the method of making this was rather unique. This is taking over any other recipe I’ve used in the past, it’s just that good! My kids loved it. I spilt the pasta into two different dishes, the first I made as is, the other dish I added smoked rib meat to it and paired it up with BBQ chicken. I used a mixture of sharp cheddar and smoked Gouda, this was amazing!
Hello, Pat. You have me absolutely drooling with the idea of rib meat in THE Mac! Seriously. Yum. And the Gouda/sharp Cheddar combo might be my favorite as well. Nicely done. Have a lovely Easter and hope to hear you find some other things to love here! :o)
I made this Mac and cheese. It’s one of the best I’ve ever had. Thank you for sharing this cheesy delicious dish!!! Making it tomorrow for Easter lunch.
Hi there, Arleen! Oh, I’m so glad you love it and will be sharing and enjoying it tomorrow. I hope you take some time to poke around our site and find some more yummy recipes. Happy, happy Easter to you and yours. :o)