Baked Mac and Cheese Recipe (32 Oz): Cheesy Pull-Apart Crust in One Pan

Side Dishes

Baked Mac and Cheese Recipe (32 Oz): Cheesy Pull-Apart Crust in One Pan

This baked mac and cheese recipe for 32 oz delivers the ultimate cheesy, pull-apart masterpiece in one pan—perfect for feeding a crowd or meal prepping.

The secret lies in the right cheese blend and slow baking, which transforms ordinary pasta into a golden, bubbling casserole with crispy edges and a creamy center. I developed this version after years of testing, and it never fails to disappear faster than I can pull it from the oven.

The beauty of this recipe is its foolproof simplicity—just 10 ingredients, 30 minutes of prep, and 25 minutes in the oven. You’ll start with elbow macaroni, a rich cheese sauce made with sharp cheddar, Gruyère, and cream cheese, and a buttery breadcrumb topping that adds texture.

The key to that perfect creamy-yet-crispy texture? Cooking the pasta al dente and letting the sauce meld slowly in the oven.

What you’ll end up with is a 32 oz serving of mac and cheese that’s rich, indulgent, and packed with cheesy layers—each bite is a perfect balance of gooey pasta and crispy top. The best part?

It’s customizable—add bacon, jalapeños, or broccoli for extra flavor, or swap the breadcrumbs for panko for even more crunch. This is the kind of dish that turns a simple weeknight dinner into a showstopper.

Serve it as a side for roasted chicken or steak, or let it stand alone as a hearty main course. The leftovers reheat beautifully, making it ideal for meal prep. Here’s how to make it—restaurant-quality at home, no shortcuts needed.

👨‍🍳
Difficulty
Medium
🔥
Calories
Med Cal

Ingredients for baked mac and cheese recipe 32 oz

Twelve simple ingredients transform into the ultimate 32 oz baked mac and cheese masterpiece—creamy, crispy, and cheesy perfection in one pan!

Ingredient Amount Notes
Elbow Macaroni 🍝 24 oz Cooked al dente, drained well
Sharp White Cheddar Cheese 🧀 16 oz Aged 6+ months for tangy flavor
Gruyère Cheese 🧀 8 oz Freshly grated for nutty richness
Cream Cheese 🧈 8 oz Full-fat for velvety texture
Heavy Whipping Cream 🥛 1 cup Whole milk fat for creaminess
Unsalted Butter 🧈 ½ cup Cold, cubed for topping
Panko Breadcrumbs 🍞 1 cup Light and crispy texture
All-Purpose Flour 🌾 2 tbsp For extra binding in sauce
Diamond Crystal Kosher Salt 🧂 1 ½ tsp Adjust to taste, don't skimp
Freshly Ground Black Pepper 🌶️ ½ tsp Freshly cracked for brightness
Garlic Powder 🧄 ½ tsp Enhances cheesy depth
Mustard Powder 🌶️ ¼ tsp Balances richness

The cheeses are non-negotiable here—sharp white cheddar for that signature tang and Gruyère for nutty depth. I always grab Wisconsin sharp cheddar from the deli counter (it's pre-shredded but still better than bagged), and Whittard of Chelsea Gruyère if I'm feeling fancy. The cream cheese? Philadelphia brand is my go-to—it's the smoothest and melts like a dream. For the pasta, De Cecco elbow macaroni is my secret weapon—it holds up perfectly during baking without getting mushy. If you're cooking for a crowd, double-check the oven racks—this goes in the middle rack for even heat distribution.

No sharp cheddar? Pepper jack adds a little kick, or extra-sharp cheddar if that's all you've got. Gruyère too pricey? Comté or Emmental work in a pinch, but they won't have the same depth. The panko topping can be swapped for regular breadcrumbs plus an extra tablespoon of butter—just don't skip the flour in the sauce. That's what gives it that signature velvety texture. For extra richness, I sometimes add a splash of milk (about 2 tbsp) to the sauce if it starts looking too thick. And trust me on the mustard powder—it cuts through the fat and makes the whole thing sing.

This reheats like a dream—honestly tastes better the second time around. Portion into 8 oz containers for perfect meal prep servings, or keep it whole for a crowd. 5 days in the fridge, 3 months frozen if you're prepping ahead. Pro tip: Spritz the baked dish with cooking spray before reheating to keep it moist. The leftovers? Even better than the original—all that cheesy goodness has time to meld together overnight. Store any extras in airtight containers with parchment paper between layers to prevent sogginess.

❤️

Why You'll Love This Recipe

  • One-Pot Magic: I swear by this recipe when I’m too tired to wash extra bowls—just toss everything in one pan, bake, and call it a night. The elbow macaroni soaks up that rich Gruyère and sharp cheddar blend like a dream, and the heavy cream keeps it silky.
  • Cheese Love: Between us, this combo of sharp white cheddar and Gruyère is next-level—nutty, tangy, and just crispy enough on top. Honestly, I’ve tried fancier recipes, but this one’s my go-to because it’s ridiculously good without effort.
  • Leftovers? No Problem: This recipe stretches perfectly for lunch the next day—even better cold, if you can believe it. I double it for game days or family dinners, and it’s still a hit when reheated (just add a splash of milk to smooth it out).
  • Budget Buster: Sharp cheddar and Gruyère might sound fancy, but they go a long way here—no wasted cheese, no fancy shortcuts. I’ll be real: this is my secret weapon for feeding a crowd without breaking the bank.

Step-by-step instructions for baked mac and cheese with pull-apart crust

Here's how to create the ultimate cheesy, crispy-topped masterpiece in one pan.

1

Cook the Elbow Macaroni to Al Dente Perfection

Bring a large pot of water to a rolling boil and add 24 oz elbow macaroni. Cook until 1 minute before the package's recommended al dente time—this ensures the pasta finishes cooking in the oven without becoming mushy. Drain thoroughly in a colander, shaking vigorously to remove excess water. The pasta should be hot but not steaming when you transfer it to your baking dish.

I always test the pasta by tasting a piece—it should have a slight resistance when bitten, not be completely soft. This al dente texture is crucial because it holds up better during baking and creates that perfect bite in your finished mac and cheese. Don't rinse the pasta after draining—those surface starches help bind the sauce together.

2

Prepare the Ultra-Creamy Cheese Sauce

In a large bowl, combine the 16 oz sharp white cheddar cheese, 8 oz gruyère cheese, 8 oz cream cheese, and 1 cup heavy whipping cream. Microwave in 30-second intervals, stirring vigorously between each, until the mixture is completely melted and smooth. This should take about 1-2 minutes total—just enough to melt the cheeses without curdling the cream.

Next, whisk in the 2 tbsp all-purpose flour, 1.5 tsp kosher salt, 0.5 tsp black pepper, 0.5 tsp garlic powder, and 0.25 tsp mustard powder. The sauce should be thick but pourable. If it's too thick, add 1-2 tablespoons of milk to reach the perfect consistency. This step is where all the magic happens—the blend of sharp cheddar, nutty gruyère, and velvety cream cheese creates that signature complex flavor.

3

Combine Pasta and Sauce in the Baking Dish

Transfer the drained elbow macaroni to a 9x13-inch baking dish (or similar size). Pour the cheese sauce over the pasta and gently fold everything together using a rubber spatula. You want the cheese to coat every strand of pasta evenly. Press down lightly to help the sauce penetrate the pasta—this ensures each bite is packed with cheesy goodness.

Here's the thing—don't worry if it looks like too much cheese. That's exactly what we want. The sauce should be generous enough to create that signature creamy texture while still allowing for that crispy topping. The combination of sharp cheddar and rich gruyère gives this dish its signature depth of flavor that separates it from basic mac and cheese.

4

Create the Crispy Pull-Apart Topping

In a small bowl, mix together the 1 cup panko breadcrumbs and 0.5 cup cold cubed unsalted butter. The butter should be in small pieces—this helps create pockets of crispiness throughout the topping. Sprinkle this mixture evenly over the top of the mac and cheese, pressing down gently with your fingers or the back of a spoon to help it adhere.

This is the moment that matters: the butter-panko topping will give you that perfect crispy crust that everyone loves to pull apart. Don't be shy with the pressing—you want it to stick well so it can crisp up properly in the oven. The butter will melt slightly during baking, creating a golden, crunchy exterior that contrasts beautifully with the creamy interior.

5

Bake to Golden, Bubbly Perfection

Preheat your oven to 375°F while you prepare the mac and cheese. Bake uncovered for 20-25 minutes until the top is deep golden brown and the edges are bubbling. The center should be hot but not boiling when you check it—this ensures the pasta is fully cooked through without becoming dry.

For the best results, I like to broil for the last 1-2 minutes to get that extra crispy top. Watch it closely during this time—broilers can vary in intensity, and you don't want to burn the topping. When you see those beautiful golden-brown spots and the cheese is bubbling vigorously, it's ready. Let it rest for 5-10 minutes before serving—this allows the cheese to set slightly and makes it easier to cut clean slices.

👨‍🍳

Pro Tips For Making Baked Mac And Cheese Recipe 32 Oz

  • PASTEURIZE THE CREAM: Heat the heavy whipping cream until it’s steaming but not boiling—just enough to melt the cream cheese smoothly. I learned this the hard way when I ended up with lumps that no whisking could fix, and it’s the only way to guarantee that rich, velvety texture without breaking the sauce.
  • GRATE THE CHEESE FINE: Use a box grater for the cheddar and Gruyère, not pre-shredded bags—those little anti-caking agents turn your sauce grainy. Aim for rice-sized pieces or smaller; anything bigger won’t melt evenly, and you’ll end up with chewy bits in your creamy goodness.
  • BAKE COVERED FIRST: Pop the mac and cheese in the oven covered with foil for the first 20 minutes at 375°F. This lets the cheese melt through the pasta without burning on top, and it’s the only way to avoid that sad, dry crust before the sauce even sets. Trust me, your future self will notice the difference.
  • STIR IN THE PASTA: Toss the cooked macaroni into the cheese sauce in the pot while it’s still hot—this coats every noodle instantly and cuts down on the time you’d spend stirring it back together later. I skip this step sometimes, and it’s a hassle; do it right the first time.

Make-ahead tips for leftovers

Prep Ahead Strategy

Assemble your mac and cheese completely up to 24 hours ahead—just store the baking dish covered in the fridge. The flavors meld beautifully overnight, and the pasta absorbs more cheese sauce.

When ready to bake, let it sit at room temperature for 30 minutes before going into the oven. This prevents condensation issues during baking. 💫

Freezer-Friendly Method

For maximum convenience, bake the mac and cheese completely, then cool it thoroughly. Wrap tightly in plastic wrap followed by aluminum foil to prevent freezer burn. Store for up to 3 months—when reheating, cover with foil and bake at 350°F for 30-40 minutes until heated through.

The texture stays creamy, though the topping may lose some crispiness.

Portion Control Tips

Divide baked mac and cheese into 8 oz portions for perfect individual servings. Store in glass airtight containers with parchment paper between layers to maintain texture. Reheat covered in the microwave on 50% power for 3-4 minutes, stirring halfway. For extra crispiness, broil for 2-3 minutes after microwaving.

Make-Ahead Mistakes

Avoid these common pitfalls: Don't bake ahead—the texture suffers when reheated. Never skip the room temperature step before baking from the fridge. And resist adding extra cheese when reheating—it can make the dish greasy. The key is patience: let flavors develop naturally over time without rushing the process. ✨

Party Prep Plan

For crowd feeding, bake the full 32 oz batch and keep it warm in a 200°F oven on wire racks. This maintains crispiness for up to 2 hours.

Set up a serving station with extra breadcrumbs and cheese for customization. I've hosted dinners where guests could add jalapeños or bacon bits—always a hit! 🍽️

Kid-Friendly Adaptations

Make it fun for little hands by assembling mini versions in ramekins or muffin tins (use ½ cup mac and cheese per tin). Bake at 375°F for 15-18 minutes.

Let kids decorate with colorful breadcrumbs or sprinkle edible glitter on top before baking. This works great for after-school snacks or potlucks where kids can help serve themselves.

Nutrition facts

Servings 12
Amount Per Serving
Calories 580kcal
% Daily Value *
Total Fat 38g49%
Saturated Fat 24g120%
Cholesterol 185mg62%
Sodium 890mg39%
Total Carbohydrate 38g13%
Dietary Fiber 2g8%
Sugars 6g
Protein 22g44%
* Percent Daily Values are based on a 2,000 calorie diet. Your daily values may be higher or lower depending on your calorie needs.

Frequently asked questions

1

Can I use a different type of pasta?

Short pasta shapes like cavatappi or penne work beautifully, but elbow macaroni is ideal because its nooks and crannies hold the cheese sauce perfectly. Avoid long pasta like spaghetti—it won't coat evenly and can get tangled. If you must substitute, choose a shape with similar texture and size.

2

Why is my baked mac and cheese watery?

This usually happens when the pasta isn't drained well or the sauce is too thin. Always shake pasta vigorously in the colander to remove excess water, and adjust sauce consistency with 1 tbsp reserved pasta water at a time. The sauce should coat the back of a spoon but still be pourable.

3

How do I make it extra crispy?

For maximum crunch, use panko breadcrumbs instead of regular, and press them firmly into the cheese. Add ½ cup grated parmesan to the topping mix, and broil for 1-2 minutes at the end. Chill the assembled dish for 15 minutes before baking—this helps the topping crisp up better.

Can I add meat or veggies? Cook ½ lb bacon or 1 cup diced ham until crispy, then fold into the pasta. For veggies, try 1 cup steamed broccoli or ½ cup sautéed mushrooms. Just

4

What's the best way to reheat leftovers?

For the creamiest results, cover with foil and bake at 350°F for 20-25 minutes until heated through. To restore crispiness, broil for 2-3 minutes at the end. Microwave reheating works in a pinch (use 50% power for 2-3 minutes), but it won't give you that golden crust.

★★★★★4.9(11 reviews)
Categories Side Dishes