Creamy Baked Macaroni and Cheese with Crispy Topping

There is nothing I love more than cooking with my grandmother! This family favorite is a must-try: the BEST macaroni and cheese made with sharp cheddar, Pecorino Romano, Velveeta, sautéed onions, and a creamy white-wine béchamel. You have to taste it to believe it—make it today!

macaroni and cheese

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A close-up of a freshly baked macaroni and cheese casserole with a golden, crispy cheese and breadcrumb topping, resting on a foil-lined baking tray.

The BEST Macaroni & Cheese

Melissa Jo

Ingredients

  • 1 lb. large elbow noodles (or your favorite pasta)
  • 1 stick salted butter
  • 2 Vidalia onions, finely chopped
  • 4 tbsp. all-purpose flour
  • 1/2 cup dry white wine (optional)
  • cups milk
  • 2 cups freshly grated sharp cheddar cheese
  • 16 oz. Velveeta, cubed
  • 3 tbsp. Pecorino Romano, grated (reserve 1 tbsp for topping)
  • 2 tsp. Italian breadcrumbs
  • salt and black pepper to taste

Instructions

  • Preheat the oven to 350°F (175°C).
  • Cook the pasta in salted boiling water until al dente according to package directions. Drain and set aside.
  • In a large saucepan over medium heat, melt the butter. Add the chopped Vidalia onions and sauté until soft and golden. Season with salt and pepper.
  • Stir in the flour and whisk continuously for 2–3 minutes to cook the raw flour taste.
  • Pour in the white wine and whisk for about 1 minute to deglaze the pan and add flavor. If you prefer not to use wine, omit this step and proceed with the milk.
  • Slowly add the milk while whisking, then bring the mixture to a gentle boil. Reduce heat to a simmer and continue whisking until the sauce thickens slightly.
  • Reduce heat to low and add the cheeses: start with the grated sharp cheddar, then the cubed Velveeta, and finally 2 tablespoons of Pecorino Romano. Stir until the cheeses melt and the sauce is smooth and slightly thickened. Adjust seasoning with salt and pepper.
  • Grease a baking dish with butter or nonstick spray. Layer the casserole, starting with a thin layer of cheese sauce on the bottom, then pasta, repeating until all pasta and sauce are used. This layered approach gives the casserole pockets of creamy cheese throughout.
  • Sprinkle the top with Italian breadcrumbs and the remaining 1 tablespoon of Pecorino Romano for a golden, flavorful crust.
  • Bake uncovered at 350°F (175°C) for about 40–45 minutes, or until the top is golden, browned, and bubbly. If the casserole begins to brown too quickly, tent loosely with foil for the remainder of the bake time.
  • Let the dish rest for 5–10 minutes before serving to set slightly. Serve hot and enjoy a rich, creamy, nostalgic macaroni and cheese.

Notes

  • Baking tip: Use a baking sheet lined with foil beneath the casserole dish to catch any bubbling over—the dish gets delightfully bubbly in the oven.
  • Cheese choices: You can swap cheeses to suit your taste, but don’t skip the Velveeta if you want that classic oozy, creamy texture. Our family originally made this with only Velveeta; adding cheddar and Pecorino Romano adds more depth.
  • Layering matters: Layering sauce and noodles—sauce, noodles, sauce—gives the casserole a richer texture and ensures cheesy pockets throughout.
  • Pasta: Large elbow pasta works beautifully, but any short pasta will do.
  • Wine: Use a white wine you would drink, such as Chardonnay. If you prefer, omit the wine; the sauce will still be delicious.

Pictures:

the best baked macaroni and cheese
mac and cheese close up
serving of baked mac and cheese
golden crust on baked macaroni and cheese
cheesy pasta pull