This creamy baked Mac and Cheese is the kind of dinner that makes my family appear in the kitchen before I’ve even called them. Apparently melted cheese has excellent communication skills!

I make it with cheddar and Gruyère, and the sauce comes out rich without feeling over the top. The thyme and sage sit quietly in the background and make the whole thing taste a little more interesting. My kids are still eating mac and cheese, so everyone remains calm.
The topping is probably my favorite part. It gets crisp in the oven while everything underneath stays creamy, and I always seem to end up with a little extra from the edge. Completely accidental. Somehow very consistent.
Then I can put the dish on the table and enjoy the rare sound of everyone being too busy eating to ask me for something haha.
Why You’ll Love This Creamy Baked Mac and Cheese
- It actually stays creamy. The sauce goes into the oven a little loose on purpose, so you don’t end up wondering how mac and cheese somehow became drywall.
- The topping is very hard to ignore. Buttery panko and Parmesan turn golden in the oven, and I usually start picking at the crispy bits before everyone sits down. Very professional haha.
- The cheese situation is excellent. Cheddar keeps that classic mac and cheese flavor, while Gruyère makes the sauce taste a little richer without turning dinner into a formal event.
- It fits right in at Thanksgiving. The thyme and sage feel right at home on a holiday table, especially next to all those cozy side dishes competing for space.
- You don’t need a holiday excuse. I happily make this for a family dinner and call the crispy corner pieces mine. That’s less a rule and more a household policy.


Creamy Baked Mac and Cheese
Ingredients
- 8.8 ounces short pasta
- 0.5 ounce unsalted butter about 1 tablespoon
- 2.1 ounces unsalted butter about 4 tablespoons
- 2 garlic cloves finely minced
- 1.8 ounces all-purpose flour about 6 tablespoons + 2 teaspoons
- 26.5 ounces whole milk by weight about 3 cups + 1 tablespoon
- 7.1 ounces sharp cheddar shredded, about 1¾ cups
- 3.5 ounces Gruyère shredded, about 1 cup
- 1 teaspoon finely chopped fresh thyme
- 2 –3 fresh sage leaves finely chopped
- Salt as needed
- Black pepper as needed
- 1.8 ounces panko breadcrumbs about ¾ cup
- 0.9 ounce grated Parmesan about ¼ cup
- 0.9 ounce unsalted butter melted, about 2 tablespoons
- 1.4 ounces shredded cheddar or Gruyère about ⅓ cup
Instructions
- Bring a large pot of lightly salted water to a boil. Cook the pasta for about 2 minutes LESS than the package directions. It should still be quite firm since it will finish cooking in the oven.
- Drain the pasta well and immediately toss it with the butter until melted. Set aside.
- Preheat the oven to 350°F. Lightly butter a medium baking dish.
- Make the topping by combining the panko, Parmesan, and melted butter in a small bowl. Stir until the breadcrumbs are evenly coated, then set aside.
- Melt the butter for the cheese sauce in a saucepan over medium-low heat. Add the garlic and cook for about 30 seconds. Don’t let it brown.
- Add the flour and whisk immediately to combine. Cook for about 1 minute, stirring continuously, until smooth.
- Slowly pour in the milk while whisking constantly to help prevent lumps. Continue cooking until the sauce begins to thicken.
- Stir in the thyme and sage. Cook over low heat for a few more minutes. The sauce should be creamy but still fairly loose since it will continue to thicken in the oven.
- Remove the saucepan from the heat. Gradually add the cheddar and Gruyère, stirring until the cheese has completely melted and the sauce is smooth.
- Taste and season with salt and black pepper as needed. Keep the natural saltiness of the cheeses in mind.
- Spread the cooked pasta evenly in the prepared baking dish.
- Pour the cheese sauce over the pasta, making sure it reaches between the pieces. Gently shake the dish or use a spatula to help distribute the sauce evenly.
- Sprinkle the shredded cheddar or Gruyère for the topping over the surface.
- Finish with the panko-Parmesan mixture, spreading it evenly over the top.
- Bake for about 20 minutes, until the sauce is bubbling around the edges and the topping is golden and crisp.
- Let the mac and cheese rest for about 5 minutes before serving.
Notes
- Undercook the pasta. Take it out about 2 minutes early so it doesn’t get too soft while it finishes in the oven.
- Keep the sauce loose. Don’t wait for it to get very thick on the stove. It will continue thickening as it bakes.
- Add the cheese off the heat. This helps the sauce melt more smoothly.
- Don’t overbake it. Once the edges are bubbling and the topping is golden, it’s ready. Too much oven time can steal the creaminess we worked so hard for haha.
How to Make Creamy Baked Mac and Cheese
It is pretty easy once you get everything moving in the right order. The only part that asks for a little attention is the sauce, and even that’s mostly just whisking while trying not to get distracted by something happening three feet away.

Gather all of your ingredients.

Cook the pasta. Boil it for about 2 minutes less than the package directions. You want it quite firm here because it still has some oven time ahead of it.
Butter the pasta. Drain it well, then toss it with the butter while it’s still hot. Set it aside and try not to eat too much of it plain. Not that I’ve done that…

Make the topping. Stir together the panko, Parmesan, and melted butter until the crumbs are evenly coated. Set it aside for later, where it will become significantly more exciting.

Start the sauce. Melt the butter over medium-low heat, then add the garlic. Give it about 30 seconds, just until fragrant. Keep an eye on it because garlic can go from perfect to deeply disappointing very quickly.
Whisk in the flour. Add it straight to the butter and whisk until smooth. Let it cook for about 1 minute so the flour loses that raw taste.

Slowly add the milk. Pour it in gradually while whisking. Keep going until the sauce starts to thicken and looks smooth.
Add the herbs. Stir in the thyme and sage, then let the sauce cook gently for a few more minutes. It should look creamy but still a little loose.

Add the cheese. Take the pan off the heat, then stir in the cheddar and Gruyère until everything melts into a smooth sauce. This is usually the point where the kitchen starts smelling like you know exactly what you’re doing.

Fill the baking dish. Spread the cooked pasta evenly in the buttered dish, then pour the cheese sauce over the top. Give the dish a gentle shake or use a spatula to help the sauce work its way between the pasta.

Add the topping. Sprinkle over the extra shredded cheese, then cover the top with the panko-Parmesan mixture.

Bake until golden. Bake at 350°F for about 20 minutes. You’re looking for bubbling sauce around the edges and a crisp golden top.
Let it rest. Give it about 5 minutes before serving. The sauce settles a bit, the top stays crisp, and you get just enough time to pretend you’re not already planning which corner piece is yours.
Storage and Make-Ahead
Make ahead: You can assemble the mac and cheese earlier in the day, cover it, and keep it in the refrigerator until you’re ready to bake. If it goes into the oven cold, give it a little extra time and keep an eye on the top.
Store leftovers: Keep leftovers covered in the refrigerator for up to 3–4 days.
Reheat: For individual portions, the microwave is easiest. Add a small splash of milk before reheating if the sauce has tightened up. For a larger amount, cover the dish loosely with foil and warm it in a 350°F oven until heated through.
Freeze: You can freeze baked mac and cheese, but the sauce may be a little less creamy after thawing. Let it cool completely, wrap it well, and freeze for up to about 2 months. Thaw overnight in the refrigerator before reheating.

More Holiday Side Dishes We Love
Are you putting together your Thanksgiving or Christmas table? Try adding sausage apple stuffing muffins, creamy jalapeño corn casserole, or sweet potato casserole with marshmallows. At that point, the side dishes may be getting more attention than the main course. Which seems a little rude to the turkey, haha!









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