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Butter-Rich Baked Macaroni and Cheese

Side Dish 🥗Dinner 🍽️Lunch 🥪 American High-Protein 💪Sugar-FreeVegetarian 🥦Comfort-FoodPescatarian 🐟

Butter-Rich Baked Macaroni and Cheese is ultra-creamy with a velvety cheddar sauce that clings to every bite of tender pasta. A quick broil crisps a buttery panko topping for a satisfying contrast of textures. It’s a comforting side or main dish perfect for weeknights, potlucks, or holiday spreads when you want cozy, cheese-forward flavor.

  • Prep10 mins
  • Cook45 mins
  • Serves6
  • DifficultyEasy
Butter-Rich Baked Macaroni and Cheese
  1. 1

    Gather all ingredients. Preheat the oven to 375 degrees F (190 degrees C).

  2. 2

    Melt 5 tablespoons butter in a large saucepan over medium heat. Whisk in the flour and cook, stirring constantly, for 1 to 2 minutes to form a smooth roux. Gradually whisk in the warmed milk. Cook, stirring, until slightly thickened, 4 to 5 minutes.

  3. 3

    Reduce the heat to low. Add 2 cups Cheddar cheese and stir until melted and smooth. Stir in the Worcestershire, salt, pepper, and mustard powder. Taste and adjust the seasoning.

  4. 4

    Put the dry macaroni in a 9x13-inch baking dish. Pour the cheese sauce over it, stirring to coat evenly. Cover the dish tightly with foil.

  5. 5

    Bake until the macaroni is tender, 35 to 45 minutes, stirring halfway through the cooking time to ensure even cooking. Remove the foil for the last 5 minutes.

  6. 6

    Melt the remaining 3 tablespoons butter in a microwave-safe bowl. Add the panko and stir to combine. Sprinkle the panko topping evenly over the baked macaroni; sprinkle with the remaining Cheddar cheese.

  7. 7

    Turn on the oven’s broiler. Broil until the topping is crispy and golden, 1 to 2 minutes. Let rest for 5 minutes before serving.