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Baked Macaroni and Cheese

Baked Macaroni and Cheese

Course: Main Course
Cuisine: American, Kosher, Pescatarian, Vegetarian
Keyword: 9 days, Dairy, Indulgent, Kid-friendly, Make-ahead, Milchig, Nut-free, Shavuot
Prep Time: 25 minutes
Cook Time: 45 minutes
Total Time: 1 hour 10 minutes
Servings: 10
Calories: 582kcal
My kids eat a pretty varied diet, but like any other kids they absolutely love Macaroni and Cheese. I have found that the baked macaroni cheese recipes with breadcrumbs and garlic and such on top, just don't work for my family. My kids don't want a lot of spices messing up their creamy mac and cheese. So I created this recipe for a creamy, cheesy macaroni and cheese topped with another kid favorite: cornflakes.
Print Recipe


  • Spray Oil
  • 16 ounces Elbow Pasta
  • 8 Tablespoons Butter
  • 6 Tablespoons Flour
  • 1 Cup Half and Half
  • 2 Cups Whole Milk
  • ½ teaspoons Kosher Salt
  • ¼ teaspoons Black Pepper
  • ¼ teaspoons Ground Mustard
  • teaspoons Cayenne Pepper
  • 8 ounces Baby Gouda shredded
  • 8 ounces White Cheddar shredded
  • 2 Cups Cornflake Crumbs
  • 2 Tablespoons Parsley
  • 2 Tablespoons Butter melted


  • Spray a large casserole dish or a 9x13 pan with oil, set aside. Preheat oven to 350.
  • Fill a large pot with 2 quarts of water, adding enough salt to make it taste like the ocean. Bring to a rolling boil. Add the Elbow Pasta, and boil until al dente, then strain.
  • In a large saucepan, melt the butter on med-low heat.
  • Whisk in Flour. Turn heat up to medium. Whisk constantly until the mixture turns golden and has a nutty aroma.
  • Whisk in Half and Half and Whole Milk. Turn the heat up to Medium-high. Whisk often until creamy mixture begins to boil and thicken. When it coats the back of a spoon, turn down to medium heat.
  • Add the Kosher Salt, Black Pepper, Ground Mustard, and Cayenne Pepper. Whisk thoroughly.
  • Add in the cheeses, one handful at a time. Whisk until melted and incorporated before adding the next handful. Once all cheese is incorporated, turn off the heat.
  • Pour the drained pasta into the prepared pan. Pour the cheese mixture over the pasta. Gently fold together with a spoon. Then spread so the surface is even.
  • In a separate bowl, combine the Cornflake Crumbs and Parsley. Then pour in the melted butter, stir to thoroughly coat all of the cornflakes with the butter. Note: It will take 4-5 cups of whole cornflakes to get 2 cups of crumbs.
  • Pour the crumble onto the pasta, and smooth out evenly.
  • Bake for 30 minutes at 350. Serve hot!


This dish can be frozen. I would recommend freezing prior to the baking step, but it will still freeze and reheat well after. This make-ahead dish is great for feeding the family on a tight schedule. Macaroni and Cheese can be served without the crumbs on top. If serving this way, do not bake it. Combine the pasta with the cheese sauce and just serve immediately.


Sodium: 552.9mg | Sugar: 7.2g | Cholesterol: 85mg | Calories: 582kcal | Fat: 28.1g | Protein: 21.4g | Carbohydrates: 60.7g