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How to Make Macaroni and Cheese

Three Methods:

Everybody loves macaroni and cheese: the classic and quintessential comfort food. There's a reason it's a common favorite among kids, grandparents and everyone in between -- it's simple, filling, delicious, and (of course) covered in cheese. As it turns out, you don't need to be a gourmet chef or a grandmother of twelve in order to make this tasty dish at home. And that doesn't necessarily mean resorting to the boxed Kraft Macaroni and Cheese. If you want to know how to make macaroni and cheese in a variety of ways, see Step 1 of your preferred method to get started.

Servings: 12-20


Stovetop Macaroni and Cheese

  • 2 pounds dry elbows macaroni
  • 1 teaspoon salt
  • 2 tablespoons vegetable oil
  • 6 tablespoons butter or margarine (see tips for more details)
  • 8 tablespoons flour
  • 3 cups milk
  • 6 cups shredded cheddar cheese

Baked Macaroni and Cheese

  • ½ pound elbow macaroni
  • 3 tablespoons butter
  • 3 tablespoons flour
  • 1 tablespoons powdered mustard
  • 3 cups milk
  • ½ cup finely diced yellow onion
  • 1 bay leaf
  • ½ teaspoon paprika
  • ¼ teaspoon nutmeg
  • ¼ teaspoon cayenne pepper
  • 1 large egg
  • 12 ounces shredded sharp cheddar
  • 1 teaspoon salt

For Toppings:

  • 3 tablespoons butter
  • 3/4 cup Panko bread crumbs


Stovetop Macaroni and Cheese

  1. Gather all of your ingredients.To make this tasty macaroni and cheese dish on the stove, you'll need dry elbow macaroni, salt, vegetable oil, butter, flour, milk, and shredded cheddar cheese.
  2. Bring 4-6 quarts of water to a boil in a large pot.The water should be at least 3–4 inches (7.6–10.2 cm) below the rim of the pot. Set the stove burner to medium-high for best results. Add a pinch of salt to the water. You need plenty of water in the pot to give the macaroni enough room to cook and expand. If you don't have enough water, the macaroni will get lumped together and won't cook nearly as well.
  3. Stir in the macaroni after the water reaches a boil.Pour in the macaroni and stir it around to keep it from sticking. Cook the pasta for about 8 minutes, or until it's al dente -- that is, tender, but still chewy, and definitely not mushy. Try a piece with a fork (carefully) in order to see if it's ready before turning off the stove. Stir every 1-2 minutes to desired taste or until tender. Just make sure to check the instructions on the box of pasta you are using, because some types of pasta take longer to cook than others.
  4. Place the strainer in the sink and pour the pasta and water into it.Once all the water has drained, return the macaroni to the pot and set it on an oven mitt or the stove top (just make sure the burner beneath it is turned off!) to let it cool.
  5. In a separate, large saucepan, heat oil and butter over medium heat.When the butter has melted into the oil, add flour and mix it well with a whisk (a fork or slotted spoon will also work). Continue to gently stir this mixture for about three minutes, or until it's smooth and begins to turn light brown. This is the beginning of the sauce you will use over the cooked macaroni. You can also begin to make the sauce while the noodles are cooking to save time.
  6. Slowly add the milk to the mixture and continue to stir.You can also use a fork or a slotted spoon. Let this mixture cook for a few minutes, stirring it frequently, until it reaches a low boil (bubbles reach the surface, but don't break immediately) and starts to thicken. Make sure you have fully incorporated the ingredients in the mixture.
  7. Stir in the shredded cheese, one half a cup at a time.Continue stirring until all the cheese has melted.
  8. Season the sauce to taste.Carefully taste the sauce, putting it on a spoon and waiting for it to cool down a bit before you try it. Then, add salt, pepper, nutmeg, or any other spices you'd like to use until the sauce is perfectly delicious. Stir the sauce more to fully add the seasonings to it.
  9. Pour the sauce over the cooked macaroni.Gently stir until the macaroni is completely coated in sauce.
  10. Serve.Enjoy this tasty dish on its own, with a healthy salad, or with a piece of chicken or another protein of your choice. You can also add some meat, such as chicken or pancetta, to the macaroni to add another layer to this delicious meal. Macaroni and cheese is pretty hearty, so you won't have to put too much else on your plate!

Baked Macaroni and Cheese

  1. Preheat your oven to 350ºF (176ºC).
  2. Fill a pot with 4-6 cups of water and bring it to a boil.Throw a pinch of salt in the water before you boil it. You should have plenty of water in the pot to give the pasta enough room to cook and expand.
  3. Cook the pasta to al dente.Al dente pasta is cooked, but still firm. Read the instructions on the box of elbow macaroni to see how long it should be cooked. It should usually take around 8 minutes, but each type of pasta will vary so it's important to read the instructions.
  4. Combine the butter, flour, and mustard in a separate pot.First, melt the butter in the pot and then whisk in the flour and mustard, continuing to move it for about five minutes. You can begin to make this sauce while you're cooking the pasta noodles to save time. Make sure to keep stirring the sauce to keep out any lumps.
  5. Stir the onion, bay leaf, spices, and milk.Simmer the mixture for about ten minutes. After you're done, remove the bay leaf -- it should have imparted its flavor already.
  6. Temper the egg into the mixture.
  7. Add 3/4 of the cheese into the mixture.You'll use the rest of the cheese later. Add salt and pepper to the mixture to taste.
  8. Fold the sauce into the macaroni.Now that you've made the sauce, you have to carefully fold the macaroni into the mixture.
  9. Place the macaroni in a casserole dish.Put the cheesy mixture in a 2-quart casserole dish. You can top the macaroni with the remaining cheese. This will give it an extra tasty flavor after it's baked.
  10. Make the topping.Just melt the butter for the topping in a pan and add the panko bread crumbs to the mixture. Stir the mixture to incorporate the butter and the bread crumbs.
  11. Top the macaroni with the bread crumbs.Now, pour the topping from the pan right onto the macaroni in the casserole dish. After that, it should be ready to go!
  12. Bake the macaroni for 30 minutes.Your oven should be ready to go at this point. Just put in the macaroni and wait for your tasty meal to finish cooking. When it's ready, you can take it out of the oven and let it sit for five minutes before serving it.
  13. Serve.Enjoy this tasty dish on its own or with a salad or a protein of your choice. And if you have any leftovers, the next time you want to eat it, you can just take it out of the fridge, put a bit of oil on a pan, and fry it up, making delicious fried macaroni and cheese!

More Varieties of Macaroni and Cheese

Community Q&A

  • Question
    Do I have to make the sauce?
    Top Answerer
    Yes, as the sauce is what makes the macaroni cheesy.
  • Question
    What type of flour should I use?
    Top Answerer
    All-purpose flour works best for macaroni and cheese.
  • Question
    What type of milk do I have to use?
    wikiHow Contributor
    Community Answer
    Any type of milk can work well for macaroni and cheese but whole milk works best for creating a creamier cheese sauce.
  • Question
    Can I use any type of cheese, such as pepper jack, mozzarella, etc.?
    wikiHow Contributor
    Community Answer
    Yes, any cheese should work, I've even used brie. If you're using mozzarella, you should stick with shredded, though, don't use fresh.
  • Question
    Is it okay to use a different variety of cheese?
    wikiHow Contributor
    Community Answer
    Yes. Use any and as many varieties as you like. The more cheese, the better.
Unanswered Questions
  • What kind of cheese can I use to make macaroni and cheese?
  • Are the eggs required?
  • Can I use stovetop mac and cheese ingredients for baked mac and cheese?
  • Will the macaroni and sauce still be cooked mildly?
  • Do I have to take out the water?
Ask a Question
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Quick Summary

To make creamy macaroni and cheese, heat oil and butter over medium heat until it’s light brown. Stir in milk, then mix in cheddar cheese one cup at a time. Add salt and pepper, then mix with cooked macaroni and enjoy! For baked mac and cheese, preheat your oven to 350 °F and make sauce by melting butter in a pot and whisking in flour and mustard. Stir in diced onion, bay leaf, and milk, then add an egg and cheddar cheese. Combine it with the macaroni, then sprinkle panko bread crumbs on top. Bake for 30 minutes and enjoy!

Did this summary help you?
  • Mac and cheese does not always have to be orange or yellow. You can also use white cheddar cheese.
  • In place of butter, margarine can work. Do note that it won't work as well as butter but it still can be used.
  • This recipe makes about 8 (or more) servings. The leftovers should keep well in the fridge when you're done with it, but you can also make a half-recipe by dividing the amount of each ingredient by two (1/2 lb. pasta, 1/2 tablespoon or 1-1/2 teaspoons oil, etc.).
  • Make a well-rounded meal by adding vegetables or meat such as broccoli, carrots, onion rings, ham, or roasted chicken.
  • For a more of an onion flavor, add a teaspoon of onion powder or garlic powder.
  • You can use butter in the place of oil.
  • To make it casserole-style with a nice crispy top, you can bake it in the oven. Preheat the oven to 350 degrees (Fahrenheit). After following the steps above, transfer the prepared macaroni into a large, oven-safe glass or metal casserole dish (or two, if you don't have a large enough dish). Sprinkle cheese, or breadcrumbs mixed with butter, over the top, and bake for 15 minutes or until the topping is lightly browned and crisp.


  • Stir the pasta continuously or else the pasta elbows will stick to the bottom of the pan, which may lead to burning.
  • Avoid adding too much salt. The cheese already has added salt and pouring in more will give it an unpleasant taste.

Things You'll Need

  • Stove range
  • Large (4-6 quart capacity) pot with fitting lid
  • Large spoon
  • Strainer
  • Large saucepan
  • Whisk

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