Martha Stewart's Macaroni and Cheese

By • October 6, 2011 • 56 Comments

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Author Notes: A genius recipe for perfectly creamy baked macaroni and cheese, adapted slightly from The Martha Stewart Living Cookbook: The Original Classics. Note: You can easily divide this recipe in half -- use a 1 1/2-quart casserole dish instead of a 3-quart one. Genius Recipes

Serves 12

  • 8 tablespoons (1 stick) unsalted butter, plus more for dish
  • 6 slices good white bread, crusts removed, torn or diced into 1/4- to 1/2-inch pieces
  • 5 1/2 cups milk
  • 1/2 cup all-purpose flour
  • 2 teaspoons salt
  • 1/4 teaspoon freshly grated nutmeg
  • 1/4 teaspoon freshly ground black pepper
  • 1/4 teaspoon cayenne pepper, or to taste
  • 4 1/2 cups grated sharp white cheddar cheese (about 18 ounces)
  • 2 cups grated Gruyere cheese (about 8 ounces) or 1 1/4 cups grated Pecorino Romano cheese (about 5 ounces)
  • 1 pound elbow macaroni (or other small pasta shape)
  1. Heat oven to 375 degrees. Butter a 3-quart casserole dish; set aside. Place bread in a medium bowl. In a small saucepan over medium heat, melt 2 tablespoons butter (alternately, melt butter in the microwave). Pour butter into bowl with bread, and toss. Set breadcrumbs aside. Pull out 1 1/2 cups of grated cheddar, and 1/2 cup Gruyere or 1/4 cup Pecorino Romano, and reserve.
  2. Fill a large pot with water; bring to a boil. Add macaroni; cook 2 to 3 minutes less than manufacturer's directions, until the outside of pasta is cooked and the inside is underdone. (Different brands of macaroni cook at different rates; be sure to read the instructions.) Transfer macaroni to a colander, rinse under cold running water, and drain well. Set aside.
  3. In a medium saucepan set over medium heat, heat milk. In the same pot you used for boiling the pasta, melt remaining 6 tablespoons butter over medium heat. When butter bubbles, add flour. Cook, whisking, 1 minute.
  4. While whisking, slowly pour in hot milk. Continue cooking, whisking constantly, until the mixture bubbles and becomes thick.
  5. Remove pan from heat. Stir in salt, nutmeg, black pepper, cayenne pepper, 3 cups cheddar cheese, and 1 1/2 cups Gruyere or 1 cup Pecorino Romano. Stir reserved macaroni into the cheese sauce.
  6. Pour mixture into prepared dish. Sprinkle remaining 1 1/2 cups cheddar cheese, 1/2 cup Gruyere or 1/4 cup Pecorino Romano, and breadcrumbs over top. Bake until browned on top, about 30 minutes. If after 30 minutes, it's not browned to your liking, broil the topping rather than leaving it in the oven, which may cause the pasta to overcook and sauce to dry out. Transfer dish to a wire rack to cool 5 minutes; serve hot.
Jump to Comments (56)

Tags: mac and cheese, pasta

Comments (56) Questions (8)


2 months ago bookjunky

This is almost exactly the recipe I use -- I think I found the original in Fannie Farmer's cookbook -- and it is always delicious and creamy. Most mac & cheese recipes do not have sufficient sauce or cheese to give you the luscious pasta you want.


2 months ago Katie Samson

I've been cooking this for years and I love adding some spinach and roasted red peppers or sundried tomatoes to give a little variety to the bites, but the nutmeg makes all the difference


4 months ago jayaymeye

Not surprising, but this recipe is, indeed, *amazing.* I found that I didn't need the extra cheese on top (used homemade garlic breadcrumbs instead). It was plenty cheesy without it. In addition to everything that was listed in the recipe, I also added 2 cloves of garlic (grated and added in with the butter while making the roux), 1 tsp of hot sauce, and about 2 tsps of brown mustard. I already can sense it: I'm in trouble for knowing/having this recipe.


4 months ago jayaymeye

Also! No nutmeg.


5 months ago Earl Daniel Lee

hot roux should be mixed with cold milk or vice versa


7 months ago Laura

This is an amazing recipe. I use Sharp Cheddar, Smoked Cheddar, and Monterey Jack cheese (due to its wonderful melting properties). I also add bacon for a bit of extra smokiness. My husband hates mac-n-cheese; however, I have converted him with this recipe. Feel free to play around with ingredients - shredded chicken, tomatoes, or even bell pepper are awesome extras. Also, I have made this recipe both with and without the nutmeg and I prefer it without- it is too strong of a flavor for me personally. This is by far the BEST mac-n-cheese recipe I have ever tried - you will not be disappointed! Thank you so much for sharing this recipe!


9 months ago Kate Lord

Last night my partner was raving about his childhood in America and memories of Mac and Cheese. I was a little concerned that tonight's dinner might not live up to his standards but apparently this recipe has 'raised the Mac and Cheese bar'!

1/2 the recipe served 3 very hungry people.


10 months ago Jonathan Moore

I couldn't find sharp white cheddar in my area. Used Tillamook sharp yellow cheddar. Made this at a conference for some VIP's with a southern meal of roast and all the sides - and there was not a speck of it left in the dish! They LOVED it!


11 months ago Mike

This is incredible mac and cheese! The pan never lats more than two days in our household (family of four!). comes out perfectly every time.


11 months ago Mike



11 months ago Dawne

This was a huge huge huge hit.


12 months ago Miles

I made this recently and it was everything everyone said - I'd never been successful with Mac and Cheese before (the cheese was always grainy and never seemed to bond with the pasta). I did use Velveeta : ) instead of the cheddar and used panko as the topping. That said - it was great - my husband loved it and it is now the "go-to" for Mac and Cheese! Thanks!


about 1 year ago Thardison

I made this for Thanksgiving and was it ever a bug hit! Yum. I followed the recipe, just left of the bread cubes. Easy to make... I used a 3qt Corning Ware dish that is tall and square vs the more shallow dish pictured. I will use a shallow 3qt Nxt time. At 30 min it was not heated thru so cooked for hour. Everyone loved it I would be liked it too be a bit more creamy. Next to I will use a more shallow dish or cut the cooking to 45 min. Also, I bet if you add some beer in place of some of the milk it would add another layer of flavor. This is a 10!


about 1 year ago TheLearningCook

I made this on a whim and it is now my go to mac and cheese recipe. I have added chicken, tried it without and with bread crumbs, added bacon, added broccoli, tried different cheeses, It has never been anything but delicious. One of my friends said, " I really don't like mac and cheese" and then got seconds.


over 1 year ago Tracey Wade

Just made this without the gruyere, mostly due to cost - but, I added roasted cauliflower - wow! The combination with this recipe is amazing...


over 1 year ago skm818

I halved the recipe,following exactly, using sharp cheddar and gruyère. Sprinkled some Parmesan/Romano into buttered casserole, and added a little tabasco. Don't skip the panko & cheese topping. this was delicious!


over 1 year ago Katie

I loved this recipe but I have to say, in my opinion, Ina Garten's version trumps this pasta- thanks in part to her breadcrumb topping. This is definitely a genius recipe and delicious indeed but I will be sticking with Ina's mac & cheese in the future.


over 1 year ago Indebskitchen

Trying this tonight! I think I will use Parmesan mixed with gruyere and cheddar basically bc that's what I've got in the fridge!


about 2 years ago lolabelle26

Would this be ok to make in advance and just not bake until the day of? Would it still be as good? Trying to find good make-ahead dishes for superbowl. Thanks!


about 2 years ago Kristen Miglore

Kristen is the Executive Editor of Food52

lolabelle26, check out EmilyC's comment below -- it should work well! I'd be really happy if this was served to me at a Super Bowl party.


about 2 years ago RRuby

I make this all the time. I like it just as written, but my husband and his girls love cheddar, so I often make is using only cheddar. I also like to mix panko with butter and a little cheese for the topping.


over 2 years ago Holly Zajac

I've made this recipe before. Some people don't like gruyere. In that case I would recommend using the pecorino instead.


over 2 years ago Socialgrl

I have been making this for years. This is the best mac n' cheese recipe that I've ever had, and I always get plenty of compliments. Just try it once, you'll love it too....


over 2 years ago MikeSteinberg

are you serious? that looks like a large dish of FAIL!


over 2 years ago hungreee

I find it hilarious that people comment on here about how theirs didn't turn out and how bad it tasted... and then they go on to say that they didn't follow the recipe exactly. They used different cheese or measurments or whatever. So technically, you didn't make THIS recipe, but you are still going to give it a bad review. I don't get it. FOLLOW THE RECIPE!


over 2 years ago hungreee

I find it hilarious that people comment on here about how theirs didn't turn out and how bad it tasted... and then they go on to say that they didn't follow the recipe exactly. They used different cheese or measurments or whatever. So technically, you didn't make THIS recipe, but you are still going to give it a bad review. I don't get it. FOLLOW THE RECIPE!


over 2 years ago hungreee

I find it hilarious that people comment on here about how theirs didn't turn out and how bad it tasted... and then they go on to say that they didn't follow the recipe exactly. They used different cheese or measurments or whatever. So technically, you didn't make THIS recipe, but you are still going to give it a bad review. I don't get it. FOLLOW THE RECIPE!


almost 3 years ago MrsBeeton

Can I admit that I didn't find myself recoiling in foodie outrage at the idea of Velveeta--I was raised on the stuff (and loved it!). But still, I couldn't bring myself to buy it. What I did buy, though, was at least as good, and meets all the foodie prereqs: Italian fontina. You know, the soft, dare I say Velveeta-ish, cheese with the soft red-brown rind (never sure what to do with that rind--I always cut it off). OMG. This is the mac and cheese of my wildest dreams.


almost 3 years ago greyrobot

I see a few comments asking why does the recipes call for rinsing the pasta. Although the starchy residue normally causes sauce to adhere better to pasta, with mac and cheese it also can contribute to a grainy texture in the sauce. Rinsing the pasta allows for a much creamier end product.


about 3 years ago Colt's Dad

Hey! I like the site. What's your opinion on using orzo pasta for this recipe?


about 3 years ago Ljf



about 3 years ago Jim Butler

This is THE standard in our's been made dozens of times, with one slight alteration that makes some people cringe...add about a 1/4 pound of Velveta.
Yes, I'm serious. :)

Try it, you won't be sorry...and it'll help move those that prefer that boxed stuff over to your side :)



about 3 years ago EmilyC

I made this on Saturday for 5 adults and 2 toddlers -- everyone loved it! It really is the perfect mac-and-cheese -- so creamy, cheesy, and delicious. The cubed bread on top is a great touch. I'll be adding this dish to my rotation for serves a crowd and can be prepped in advance. I assembled the casserole early in the afternoon, and then baked it the oven right before serving dinner.


over 3 years ago DonnaL

Outstanding! It's truly creamy and doesn't dry out. I did not do the bread crumbs on top. Instead, I rendered five slices of thick-cut smoked bacon and crumbled it. I added some throughout and then reserved some to sprinkle on top. It gave it a wonderfully smoky flavor. One quibble: It did not fit in a 3-quart casserole. It needed a 4-quart _ even pre-bacon.


over 3 years ago crazyblues

ok, I actually thought, no way can this recipe use all this sauce - I'm going to be clever and save some aside. A big mistake. When the mac and cheese came out of the oven looking beautiful, I could see with one big spoonful - that it was too dry. Dammit! Next time I will know better. I added the sauce that I left out, and it was good, but not the same, and too late my children were again convince that the box mac and cheese was the best... (which I won't buy, and am determined to prove them wrong!!)


over 3 years ago seisinger

Baking in the oven now! Good recipe for a cool fall dinners this week.


over 3 years ago memagee

I cook lunches at a small school and made this Mac n Cheese Friday. I had kids waiting around for seconds even after the recess bell rang.


over 3 years ago The Good Cook

Sounds delicious! I'll try this tomorrow.


over 3 years ago Carrie Blaydes

This is my favorite mac & cheese recipe, without a doubt. I have only made it a couple of times, since it is a bit of a production, but once you've tried the end result anything else kind of pales in comparison!

I feel like I can genuinely trust Martha in all-things-Gruyere, and this recipe proves me right once again. LOL!


over 3 years ago Sam1148

Sam is a trusted home cook.

I made this too this week. Excellent. I too used panko bread crumbs and a milder white cheddar.
My partner is one those that normally prefers the comfort food of Kraft Dinner for mac and cheese, instead of wild departures from the classic.
Even he loved it. There are so many mac and cheese variations out there and this one is classic and comforting.


over 3 years ago Chef Sharon

I made this for a party a few weeks ago and it was fabulous. I usually make Patti LaBelle's Over the Rainbow Macaroni & Cheese but this one is better. I'll make this again and again and it was easy to make. The only thing I did differently was put a bit of cheese on top of my croutons and it was beautiful. There was not one bite left.


over 3 years ago Cphall32

I made this last night for dinner, by far the best mac n'cheese recipe I have come across. I substitued panko bread crumbs for the croutons, and it was delicious. It makes a large pan, I froze most of it.


over 3 years ago borntobeworn

We made this a few months ago (NYT featured this recipes a few years ago so I save it) and it was too salty (we didn't have Gruyere and may have used more romano than is called for). My kids did NOT like the crouton topping and just peeled it off. I was disappointed in the texture as well -- it seemed a little soupy. Maybe I'll try it again with the right cheeses and no croutons.


over 3 years ago Tootsieroll

Will also do this this week. Looking for the perfect mac & cheese is like the quest for the holy grail.


over 3 years ago Terri Rijos

Don't want to mess up a good thing, but has anyone tried to add chunks of ham, bacon or sausage for a all-in-one casserole?


over 3 years ago lmichaelj

It says to rinse the pasta because she is cooling it down to stop the cooking process, so that when in the oven the pasta will absorb more of the sauce and finish cooking.


over 3 years ago lacerise

Made it yesterday morning and invited my neighbors for dinner. It was so good. The best part, I think, is the crunchiness from the crouton topping. I used a baguette and, although removing the crust was a bit of work, I loved the finished product. I felt like I had to cut the richness w/the sides so I served it with gingered beets (food 52 recipe, I think), an acidic green salad and some balsamic onions. This is going into my rotating mac 'n cheese file.


over 3 years ago Mela

Why does it state to rinse the pasta?? You never rinse pasta... the cheese sticks better to the startch~


over 3 years ago michelle_brown

I have been making this recipe for at least 15 years. I make it with the romano since I buy it at Trader Joe's already grated. I use the best quality white cheddar I can find. This recipe appealed to me because many have you use grated onion or mustard powder but the Ramano or the Gruyere adds the zip instead. Everyone loves this recipe!


over 3 years ago TaraT

Dinner tonight. Cannot wait.


over 3 years ago The Food Sage

It is 10.30pm and i am now really hungry. Thanks for the inspiration for this week's menu.


over 3 years ago cookbookchick

You're not alone, ashley_s_p! Just as my search for the perfect meatloaf has not ended, the perfect mac and cheese -- the one as you so aptly put it "captures me" -- has not crossed my dinner table. This one sounds worth trying -- but so many that sounded so good have disappointed me. Let us know how you like it!


over 3 years ago ashleychasesdinner

I will let you know cookbookchick! I am looking forward to making this!


over 3 years ago peartart

Yes. I need to make mac and cheese tonight. My recipe is just like Martha's, only different. I use Monterey Jack instead of Gruyere, and usually add a generous dollop of hot tomato salsa and some extra cumin, garlic, and jalapeno pepper. Otherwise, it's identical.


over 3 years ago clcatto

I've always had to let my bechamel cool before adding the cheese or it separates. But perhaps adding hot vs. cold milk is the trick. Can't wait to try this version. Adding chopped garlic to the butter before adding the flour gives it some nice flavor too.


over 3 years ago ashleychasesdinner

I am trying this tomorrow after I buy all the ingredients. I have been looking for a mac and cheese recipe that really captures me. I feel like the only one in the world that can live without it!