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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.  

So I developed this recipe and now I share it with you, friends.  Because you all deserve this bit of comforting yum in your life.  

You are so welcome.

THE Mac and Cheese -- This recipe for THE mac and cheese has been featured on several top mac and cheese lists. It is the perfect base recipe for classic mac and cheese. | thatwhichnourishes.com

 

THE Mac and Cheese -- #1 Mac and Cheese on Pinterest! Classic, super cheesy mac goodness | thatwhichnourishes.com

This is the original picture that made THE Mac go viral!

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.  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.  How can you resist?

This recipe has gone viral since I first posted it.  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.  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.  Please note that I have changed the numbers to reflect what works well as a general rule.  Start less and add more as needed to taste.  You can add it in, but you can’t take it out!)

THE Mac and Cheese -- This recipe for THE mac and cheese has been featured on several top mac and cheese lists. It is the perfect base recipe for classic mac and cheese. } thatwhichnourishes.comSlowly 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.  Keep whisking until the sauce comes just to a very low boil — it will take several minutes.  This is where it will thicken considerably.  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.  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!

THE Mac and Cheese -- This recipe for THE mac and cheese has been featured on several top mac and cheese lists. It is the perfect base recipe for classic mac and cheese. } thatwhichnourishes.com

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.

THE Mac and Cheese -- This recipe for THE mac and cheese has been featured on several top mac and cheese lists. It is the perfect base recipe for classic mac and cheese. | thatwhichnourishes.com

*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!

THE Mac and Cheese -- This recipe for THE mac and cheese has been featured on several top mac and cheese lists. It is the perfect base recipe for classic mac and cheese. } thatwhichnourishes.com

 

THE Mac and Cheese
 
Prep time
Cook time
Total time
 
THE Mac and Cheese -- enough said
Alison:
Recipe type: Meals
Cuisine: American
Serves: 10-12 servings
Grocery List
  • 1 lb. pasta of your choice
  • ½ c. butter
  • ½ c. flour
  • 4 c. milk
  • 6 c. freshly shredded sharp or white Cheddar
  • ½ T. Kosher or sea salt
  • ½ T. pepper
  • 2 T. butter
  • ½ c. panko bread crumbs
Here's how...
  1. Boil pasta in salted water according to package directions.
  2. Melt butter in large saucepan over medium heat. Sprinkle in flour and whisk and cook 2-3 minutes. Add in salt and pepper.
  3. Slowly pour in 4 c. milk whisking until smooth and heating to a low boil until thickened. Do not stop whisking and cooking until thick. Remove from heat.
  4. Grease a 9x13" baking dish and add the hot pasta to the dish. Over the top sprinkle 6 c. of freshly shredded cheese.
  5. Pour the thickened cream sauce over the hot pasta and cheese and let it sit until the cheese melts. Stir everything together.
  6. Melt 2 T. butter over medium heat. Add in panko bread crumbs, stirring constantly 3-5 minutes or until golden brown.
  7. Sprinkle the breadcrumbs over the mac and cheese.
  8. Bake in a preheated 325 degree oven 12-15 minutes.

Crock Pot results:

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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  1. Sally says:

    Wow! Made this as a side for a family BBQ this weekend. It was amazing!! Definitely don’t want to eat this every day, as it is rich – but oh, so yummy. Everyone went back for seconds and thirds. Followed recipe as written, but used used 4 cups sharp cheddar and 2 cups Gouda cheese. i did use a tablespoon of salt but only a heaping teaspoon of pepper. Panko topping added the perfect finishing touch.

    • alison says:

      Hello, Sally! Yay for amazing! I hope you were the most popular one at the BBQ with a killer recipe that had ’em talking. ;o) Good cheese choices! Thanks so much for trying my recipe and coming back with compliments! Hope you find lots to love here on TWN! :o)

  2. […] Here’s how… Boil pasta in salted water according to package directions. Melt butter in large saucepan over medium heat. Sprinkle in flour and whisk and cook 2-3 minutes. Add in salt and pepper. Slowly pour in 4 c. milk whisking until smooth and heating to a low boil until thickened. Do not stop until thick. Remove from heat. Grease a 9×13″ baking dish and add the hot pasta to the dish. Over the top sprinkle 6 c. of freshly shredded cheese. Pour the thickened cream sauce over the hot pasta and cheese and let it sit until the cheese melts. Stir everything together. Melt 2 T. butter over medium heat. Add in panko bread crumbs, stirring constantly 3-5 minutes or until golden brown. Pour over the mac and cheese. Bake in a preheated 325 degree oven 12-15 minutes. Recipe by That Which Nourishes at https://thatwhichnourishes.com/the-mac-and-cheese/ […]

  3. Jazmin says:

    I made this for my family and must say this is the best baked mac and cheese I’ve ever tried. I read above and seen you can add bacon and I added some bacon. Thanks for the share.

    • alison says:

      Jazmin — you seriously made my heart happy with your sweet compliments. Thanks so much. Hope you try and love some more of our food. :o)

  4. […] Here’s how… Boil pasta in salted water according to package directions. Melt butter in large saucepan over medium heat. Sprinkle in flour and whisk and cook 2-3 minutes. Add in salt and pepper. Slowly pour in 4 c. milk whisking until smooth and heating to a low boil until thickened. Do not stop until thick. Remove from heat. Grease a 9×13″ baking dish and add the hot pasta to the dish. Over the top sprinkle 6 c. of freshly shredded cheese. Pour the thickened cream sauce over the hot pasta and cheese and let it sit until the cheese melts. Stir everything together. Melt 2 T. butter over medium heat. Add in panko bread crumbs, stirring constantly 3-5 minutes or until golden brown. Pour over the mac and cheese. Bake in a preheated 325 degree oven 12-15 minutes. Recipe by That Which Nourishes at https://thatwhichnourishes.com/the-mac-and-cheese/ […]

  5. dena says:

    Perfect recipe for me to “build” on. I am a huge fan of Roux’s but certainly didn’t want to try and guess measurements when I was making Mac and Cheese for a Family Reunion. Hubby never liked Mac and Cheese until I made this recipe and that is why I never make it at home.

    I did double the recipe and made some of it the day prior. The noodles and shredded cheese were done ahead of time. Both store very well in Ziploc bags. Just make sure the noodles are well drained ahead of time. Some moisture on the noodles is fine for storage.

    I am fortunate to be able to get my hands on raw aged cheeses and pasteurized milk and heavy cream.

    My cheese combo was a naturally smoked Gouda, Raw Sharp Cheddar and a Semi-Soft Farmhouse Cheddar. I was never a fan of Gouda because any of the ones I have had tasted, seem to be very heavy on the “Fake” smoke, but Love hers. I did use the tip on freezing the softer cheese for easier grating and I did use my Kitchen-Aid for all the grating. Had no problems grating mechanically.

    The day of reunion, greased one of those foil pans that fit in the sterno type racks, put the noodles with cheese on top brought it up to room temperature. Rehydrated 2 Tbs. of dry minced onions and pressed/minced 2 garlic cloves. Drained water off onions and added garlic to small cup. While butter was melting added Garlic and Onions. Picked a handful of fresh parsley and threw in. Added flour, whisked well.

    For the liquid mix, I did 3 cups Heavy Cream and 5 cups Milk. Seasoned with Salt and Pepper accordingly to your directions. Was perfect and not to much.

    Poured mixture over room temperature noodles and cheese.

    300 degrees for 10 minutes, stirred well. Prepared my topping and unfortunately enough Panko for one recipe. The rest was made up by crushed potato chips with no butter. Topped and eyeballed for that melt look, maybe another 10 mins. Pulled it out and transported it to the reunion. At that point, it was on the Sternos.

    It was soooo Awesome and would definitely make again for Home and any other big gatherings.

    Thanks for giving me that “Stepping Stone” to build on.

    • alison says:

      Hi, Dena! Wow! You really went for it! :o) Thanks for giving us all the details on how you made THE Mac your own. I love that you made it work so well for a crowd! Thanks so much for the compliments and for stopping back by!

  6. Kayla says:

    Growing up, my mom would make a mac and cheese very similar to this-which was the only mac and cheese I would eat because I was never a fan of yellow cheese..let alone any cheese what so ever. Her mac and cheese always turned out white–which is why we called it white mac and cheese with crumbs on tops. I couldnt get ahold of my mom the one night for her recipe so i searched for “white mac and cheese with crumbs”…and i searched, and searched..AND i found this recipe and decided it seemed close enough to my moms that I would give it a try. And wouldnt you know…it lives up to it’s name..enough said. Hands down great, like my moms.

    I have been making this for over 2 years now for the little family I now have. I even fry it up in some coconut oil a day after making it. I am on my way to make it once again…just had to double check what I had to set my oven on and thought while Im here, again, I would leave a comment.

    Thanks!!

    • alison says:

      Kayla, you remind me why I continue to work so hard on the blog. It’s for food joy like you’ve expressed. I love, love, love that you found THE Mac and that it is what you were looking for. And somehow, I love it even more that you also fry it up as leftovers; it’s just the yummiest, right? You are the kind of person I blog for so thanks so much for trusting us and coming back to let us know you liked it. :o) Hope you find lots more here to love.

  7. Brianna Hales says:

    I really enjoyed this recipe! My boyfriend and I make it on the regular. We always cut the recipe in half and it works just fine. Personally I might use a little less cheese but thats just me!

    • alison says:

      Hello, Brianna! I’m super glad to hear that you two love THE Mac! Also glad you found ways to modify it to your taste. That’s important with any recipe. I sincerely hope you find more recipes to love on our site! :o)

  8. raj says:

    i have this 1 for 1 gluten free flour (it’s all i have at home). could it be used instead of all purpose? if you don’t recommend i’ll just run out and grab some. excited for this recipe!

    • alison says:

      Hi, Raj! Gosh, I wish I had an answer for you!! I searched all or opus comments because I know some
      Folks have had great success using GF pasta, but no one has said anything about flour! I’m just not familiar enough with that product to give you a good answer. So, I guess I would have to just recommend you use your judgment. If you do try it and it is successful, please let us know for other readers’ sake! Thanks for trying our recipe! :o)

  9. Norman G. Walker says:

    I will give this a try…sounds like a great recipe

  10. Denise says:

    Making this with half pasta and half cauliflower.

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appetizers

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freezer Foods

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As Seen In

Mac & Cheese

The

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. 

THE
MOST PINNED MAC & CHEESE RECIPE ON PINTEREST

CHECK IT OUT

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