Creamy Baked Macaroni and Cheese

I’ve been on a mission lately to conquer Macaroni and Cheese. Earlier in the year I was working out my pie dough issues, and I finally prevailed. (Results seen here.) Next up, I needed to grab Mac and Cheese by the hair, wrestle it to the ground, and scratch it’s eyes out. Or, you know, just learn how to make a creamy cheddar cheese sauce that wasn’t all grainy and gross.

Mission accomplished.

I asked for mac and cheese advice on my facebook page a couple of weeks ago and was directed to an Ina Garten recipe. I had that bad boy whipped up almost immediately and I fell in love.

Things got even stranger the next day when I reheated the leftovers for breakfast. What? Quit looking at me that way. I’m an adult and I’ll eat whatever I want for breakfast.

I only even attempted to reheat the macaroni and cheese because it was so delicious and creamy the first time. Usually mac and cheese does not reheat well at all and I just toss what we don’t eat in the garbage.


This creamy baked macaroni and cheese was even yummier reheated than it was the first day! It stayed creamy and moist, but the noodles did that thing that noodles do in the fridge overnight. You know. The magic thing. Where they get yummier.

Don’t freak out about the tomatoes on top of this yummy dish, either. I’ve tried it both ways, and the tomatoes really add something to the mac and cheese. You can certainly pick the slices off and not eat them, but they still contribute an amazing flavor to the whole dish.

I think of this as more of a grown up mac and cheese, because the flavors have a bit more depth from the use of Gruyere cheese instead of just straight cheddar. I also added Parmesan to the topping which really took that up a notch. My daughter still loved this “grown up” version just as much as the classic velveeta kind I sometimes make. Don’t judge.

My son? No. He doesn’t eat macaroni and cheese. As much as it pains me to say it, he doesn’t really like cheese that much. When we have taco night, I grab the biggest handful of freshly grated cheddar and stuff it all on my taco. He, on the other hand, picks out one shred of cheese, tears it in half, and then puts one half on his taco and hands the other half to me. You think I’m joking or exagerating, but that is the truth, y’all. A half of a shred of cheese. It hurts my heart.

PrintPrint Recipe

Creamy Baked Macaroni and Cheese


8 ounces elbow macaroni or penne pasta
1 3/4 cup milk
1/4 cup heavy cream
4 tablespoons butter, divided
1/4 cup all-purpose flour
4 ounces Gruyere, grated
6 ounces extra-sharp Cheddar, grated
1 tablespoon salt
1/2 teaspoon black pepper
1/2 teaspoon ground nutmeg
2 small fresh tomatoes, sliced thinly
3/4 cups fresh white bread crumbs
1 tablespoon grated Parmesan cheese
1/4 teaspoon garlic powder


Preheat oven to 375 degrees.
Bring a large pot of water to a rolling boil. Cook pasta for one minute less than package directions state. Drain.
Heat the milk and cream in a small saucepan, but don't let it boil.
Melt 3 tablespoons of butter in a medium sized pot and add the flour. Cook, whisking constantly, over low heat for 2 minutes.
Continue whisking and slowly pour in the hot milk and cream. Cook for another 2 minutes until thickened and smooth.
Remove from the heat and stir in the Gruyere, Cheddar, salt, pepper, and nutmeg.
Add the cooked macaroni and stir to coat.
Pour into a pie plate or other dish of similar size.
Slice the tomatoes and arrange on top.
Melt the remaining 1 tablespoon of butter and mix it with the bread crumbs, Parmesan cheese, and garlic powder. Sprinkle on top of the tomatoes.
Bake for 25 minutes or until the sauce is bubbly and the bread crumbs are brown and crispy.

adapted from Ina Garten

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32 Responses to “Creamy Baked Macaroni and Cheese”

  1. Blog is the New Black October 28, 2011 @ 8:27 am (#

    Loving this!


  2. Debbie October 28, 2011 @ 9:30 am (#

    Half a shred of cheese? Oh, that poor boy. Polar opposite from my daughter. She’s three and she asks for cheese by name. “Mommy, can I have a slice of Havarti, please? Oh wait, I changed my mind. Can I have some provolone?”

    The moral of my story is that I need to have this for breakfast tomorrow.


  3. Heidi October 28, 2011 @ 10:47 am (#

    The half a shred of cheese kills me. I have always said that if I were to live off of one food the rest of my life it would be cheese. That isn’t cheating really, is it? Afterall there are so many fabulous varieties.

    I don’t judge about the mac and cheese for breakfast. This morning I had leftover chicken and dumplings. My co-workers think I’m weird so I now try to eat breakfast on the sly when nobody is looking. The comments are snarky almost!


  4. Joanne October 29, 2011 @ 11:42 am (#

    I LLLUUURRVVE tomato-y mac and cheese. Much the same way I LLUUURRVVE tomatoes in my grilled cheese. And though most mac and cheeses aren’t great the next day….I still find they’re pretty damn delicious. I’m betting this is especially so.


  5. Holly October 29, 2011 @ 8:05 pm (#

    I may be in a cheese induced stupor right now….wow. This was absolutely amazing. I am not a fan of mac and cheese, and I was scared to add so much nutmeg, but it was sooooo amazing. Goodbye skinny jeans, you’ve been replaced by gruyere and pasta.


  6. Lindsay @ Pinch of Yum October 30, 2011 @ 9:42 pm (#

    Ooooh K. That looks amazing. I love that the sauce is so creamy and cheesy.


  7. LINDA PAYNE October 31, 2011 @ 2:01 pm (#

    I too have a child that doesn’t like cheese and I cannot for life of me understand that!


  8. JulieD November 2, 2011 @ 10:50 am (#

    ooh must try then…because I haven’t found a homemade recipe that I like. And I love Ina!


  9. Maria November 2, 2011 @ 11:18 am (#

    Oh yum! Love this mac ‘n cheese!


  10. nicole spaz November 14, 2011 @ 7:00 pm (#

    I used to hate mac and cheese with bread crumbs on it but I think that was because I only had it that way at camp. I caved and had it at a restaurant one day… sooo good. your recipe reminds me of that!


  11. Encore November 23, 2011 @ 9:44 am (#

    I finally got around to making this mac and cheese and I absolutely loved it! So did my daughter, so thank you! Of course, I had to share it all with my readers with a bunch of links back to you. Hopefully they come here and look at your wonderful pictures as opposed to my dark picture madness! :) Thanks again!


  12. Wanda February 8, 2012 @ 11:40 pm (#

    Do you have a rpiece for lasagna or chicken tetrazini or spinach casserole…well all of these are casseroles i guess…


  13. Cathy April 7, 2012 @ 6:46 pm (#

    Can you tell me how to make (or get) ‘fresh’ white bread crumbs?


    • Karly replied: — April 8th, 2012 @ 9:54 am


      Sure! Just take the crust off of 5 slices of white bread and buzz them in a food processor. I’ve also used Panko with great results! :)


  14. Wendy November 16, 2012 @ 8:27 am (#

    You had me at nutmeg… ;o)


  15. Dana March 28, 2013 @ 10:11 am (#

    LOVE this! I want this right now. The whole pan.


  16. Liz September 29, 2014 @ 4:07 pm (#

    Nice recipe. Thank you.


  17. Phyllis October 19, 2014 @ 5:51 pm (#

    after the Mac n cheese has set up in the fridge, slice it and fry it in butter. Yummy!


  18. Kanmani November 25, 2014 @ 10:13 pm (#

    oh it’s perfect .I like it very much :)


  19. Jean December 15, 2014 @ 1:30 pm (#

    I am not a cheese eater but had to eat mac n cheese growing up (everything that was cooked you had to eat) so I do eat alot of things that I don’t like. I am worse than your son, I don’t put any cheese on my tacos, I go to a Mexican restaurant and order my meal without cheese. I will try this recipe because I cook for people who love cheese and they will probably love it.


    • Karly replied: — December 15th, 2014 @ 5:22 pm

      Eek! Mexican without cheese…not right. 😉

      Hope your family enjoys the mac and cheese!


  20. Cloey January 8, 2015 @ 11:06 am (#

    Do I need a tablespoon of salt here? Sounds a lot to me but want to make sure before cooking! Thanks!!


    • Karly replied: — January 8th, 2015 @ 12:03 pm

      You can use less if you like, but 1 tablespoon is what I use. :)


    • Karly replied: — January 11th, 2015 @ 2:22 pm

      You can use less if you like, but I do use the full tablespoon.


  21. Mary @ StrawmarySmith March 6, 2015 @ 10:29 pm (#

    This mac & cheese caught my eye while I was scrolling down your page, and my eyes nearly popped out of my skull! Wow this looks so creamy, and I love the bread crumb topping for that little extra crunch with every creamy bite!


  22. Carolyn @ Cabot July 23, 2015 @ 7:49 am (#

    Great recipe….love the tomatoes on top.


  23. Darlene September 12, 2015 @ 9:33 am (#

    I have to try this recipe. I found one several years ago for a gouda and bacon macaroni and cheese that has become my go-to recipe. But this one has me curious.


    • Karly replied: — September 16th, 2015 @ 8:29 am

      Gouda mac sounds amazing!



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