Creamy Baked Mac and Cheese

This Creamy Baked Mac and Cheese is the gold standard for holiday dinners and family gatherings. By combining sharp cheddar with Velveeta, you get the best of both worlds: deep, complex flavor and a perfectly smooth, velvety texture that never breaks or becomes grainy in the oven.
Creamy Baked Mac and Cheese
Ingredients
| Ingredient | Amount |
|---|---|
| Dry elbow macaroni | 1 lb |
| Velveeta cheese, cubed | 12 oz |
| Sharp cheddar cheese, grated | 3 cups (divided) |
| Milk (2% or whole) | 2 cups |
| Half-and-half | 2 cups |
| Salted butter | ½ cup |
| All-purpose flour | ½ cup |
| Worcestershire sauce | 1 teaspoon |
| Salt | 1 teaspoon |
| Dry mustard | ½ teaspoon |
| Black pepper | ¼ teaspoon |
| Nutmeg | 1 pinch |
How to Make Creamy Baked Mac and Cheese
Step 1: Prep and boil – Preheat your oven to 325°F. Grease a 9×13-inch baking dish. Bring a large pot of salted water to a boil and cook the macaroni for 1 minute less than the package directions for al dente (usually around 8 minutes). Drain and toss with a splash of olive oil to keep the noodles from sticking.
Step 2: Make the roux – In a large Dutch oven over medium heat, melt the butter. Whisk in the flour and cook, stirring constantly, for 1 minute. Very slowly whisk in the milk and half-and-half. Bring the mixture to a boil while whisking, then immediately remove it from the heat.
Step 3: Melt the cheese – Whisk in the Worcestershire sauce. Gradually stir in the Velveeta and 1½ cups of the cheddar until the sauce is completely smooth. Stir in the salt, dry mustard, pepper, and nutmeg. Fold in the cooked macaroni until every noodle is coated.
Step 4: Bake – Pour the mixture into your prepared dish and top with the remaining 1½ cups of cheddar. Bake for 15 minutes, until the cheese is melted and the sauce is bubbling.
Step 5: Optional broil – If you like a crispy, golden crust, place the dish under the broiler for 2 to 5 minutes. Watch it closely so the cheese doesn’t burn!
Pro Tips
- Room temperature dairy – Using room-temp milk and half-and-half helps the sauce thicken more evenly and prevents the flour from clumping.
- The “nutmeg” secret – Don’t skip the tiny pinch of nutmeg! It doesn’t make the dish taste like spice cake; instead, it enhances the savory depth of the cheese sauce.



