This is my forever go-to baked mac and cheese: no pre-boiling the pasta, one pan to wash, a decadent bechamel-style sauce and a crisp browned-butter breadcrumb top. Ready in about 45–50 minutes and perfect for weeknights or holiday sides.
I didn’t exactly set out to dedicate the bulk of this autumn to turning out skillet after skillet of bubbling, creamy macaroni and cheese, but considering how things have been lately, maybe this endless stream of comfort food was unintentionally the smartest move I’ve made. The whole obsession began after a night out when we ordered baked mac and cheese at The Smith. My kids practically dueled for the final cheesy bits clinging to the dish, and I casually reminded them — something they often seem to forget — that I could easily make it at home. So the next evening, I revisited Martha Stewart’s beloved mac-and-cheese recipe, a longtime favorite both on SK and the wider internet. But within minutes it started to annoy me: pre-cooked pasta? warming milk separately for the béchamel? an absurd number of pots and pans — all on a weeknight? It felt impossible.
Once something like this gets lodged in my head, I can’t just drop it. The urge to streamline it — to make it faster, friendlier, and suited to real life in 2024 — completely derailed my other recipe plans. Ever since, I’ve baked it once or twice a week (friends and family aren’t complaining). Each time, I shaved away unnecessary steps until I had a version so simple I can practically cook it from memory. What I landed on is now my forever mac and cheese: it combines the ease of “no-boil” baked mac with the indulgent sauce Martha made famous, stripped down to just the essentials.
A few key details:
Uncooked pasta: Instead of boiling, I soak dry pasta in hot tap water for 10 minutes before baking. This eliminates an entire step and gives the perfect al dente bite after 30 minutes in the oven. Even when I tried par-boiling noodles for 3–4 minutes, they still ended up too soft. With this method, I tested Barilla, De Cecco, and Trader Joe’s elbow macaroni — all turned out perfectly.
One pan only: I build the cheese sauce directly in an ovenproof skillet, meaning fewer dishes (a dream for someone who loathes scrubbing pans).
Crispy topping: I never liked how oven-only breadcrumbs stayed pale, so I now toast them in the skillet first. They pick up a nutty brown butter flavor — no complaints there. (The ones pictured here browned a bit too enthusiastically but were still delicious.)
Seasoning & spices: This is a foundation recipe with a straightforward flavor base: salt, pepper, cayenne, and a whisper of nutmeg. My kids revolt at mustard powder or smoked paprika, but you could absolutely add them. Other great tweaks: a teaspoon of mustard powder, a teaspoon of hot or sweet smoked paprika, a minced garlic clove, a dash of hot sauce, or a sprinkle of fresh thyme.
Cheese blend: My ideal trio is 1 part pecorino (salty, funky), 2 parts gruyère (nutty, balanced), and 3 parts sharp white cheddar (the classic anchor). I’ve swapped the gruyère for comté, jack, gouda, fontina, and even raclette — all worked wonderfully. Just choose cheeses that are melty and flavorful. If you substitute parmesan for pecorino, add a touch more salt. Want it extra cheesy? Boost the cheddar to 8 ounces.
Portion size: As written, it makes 4 hearty servings. For bigger gatherings, just double it — a 12-inch skillet, braiser, or 9×13-inch dish works perfectly, with no extra bake time needed.
Evaporated milk: Thanks to Kenji Lopez-Alt’s stovetop mac and cheese (which we cooked for the podcast last spring), I learned that swapping in evaporated milk for part of the dairy keeps the sauce smoother when reheated. A 12-ounce can (1.5 cups) plus regular milk worked beautifully, though I don’t consider it essential. If I had it in the pantry, I used it; if not, the recipe still came out dreamy.
4 as a main / 6 as a side
45–50 minutes (includes 10-minute pasta soak + 30-minute bake)
1/2 cup (30 g) panko-style breadcrumbs
2 tablespoons (30 g) unsalted butter + 3 tablespoons (45 g) unsalted butter, divided
Kosher salt
1/2 pound (8 oz / 225 g) dried elbow macaroni
1 1/2 cups (6 oz / 170 g) coarsely grated sharp white cheddar
1 cup (4 oz / 115 g) coarsely grated gruyère (or comté/jack/gouda/fontina/raclette)
1/2 cup (≈2 oz / 55 g) finely grated pecorino romano
1/4 cup (35 g) all-purpose flour
3 cups (710 ml) milk (any kind), OR 1 1/2 cups (355 ml) milk + 1 (12 oz) can evaporated milk
Freshly ground black pepper, to taste
1/8 teaspoon cayenne (or more, to taste)
A pinch (or two) of freshly grated nutmeg
Preheat oven to 375°F (190°C).
In a 10-inch ovenproof skillet, melt 2 Tbsp butter over medium heat. Add breadcrumbs and toast, stirring, until light golden. Season with a pinch of salt. Transfer crumbs to a dish and set aside. (Wipe the skillet if you like — crumbs in the sauce won’t ruin it.)
Place the uncooked elbow macaroni in a large bowl and cover with hot tap water. Soak for 10 minutes, then drain (shake out excess water).
Grate and combine the cheeses; reserve 2/3 cup of the mixture for topping.
Return the skillet to medium-high, melt the remaining 3 Tbsp butter, stir in the flour and whisk to form a roux.
Add milk 1/2 cup at a time, whisking until smooth after each addition. When all milk is incorporated, season with 1 1/2 tsp kosher salt (adjust if using a different brand), lots of black pepper, cayenne and nutmeg. Cook, stirring, until it comes to a simmer and thickens; simmer 2–3 minutes. Turn off burner.
Add most of the grated cheese (reserve the 2/3 cup), stirring until melted. Taste and adjust seasoning.
Stir in the drained pasta until evenly coated. Sprinkle the reserved cheese over the surface, then scatter the toasted breadcrumbs on top.
Bake uncovered for 30 minutes. Check a piece of pasta for doneness — if needed, bake 5 more minutes. For extra browning, briefly broil 30–60 seconds (watch carefully).
Let rest 2–3 minutes, then serve.
Soaking dry pasta in hot tap water for 10 minutes replaces boiling: it saves time and avoids mushy noodles after baking. Tested with several elbow brands; 10-minute soak + 30-minute bake yields tender pasta.
Making the sauce and baking in an ovenproof skillet means fewer dishes — highly recommended.
Toasting crumbs in butter on the stove gives better color and a browned-butter flavour that the oven alone sometimes doesn’t deliver.
A favourite combo: 1 part pecorino, 2 parts gruyère, 3 parts sharp white cheddar. Swap gruyère with comté, jack, gouda, fontina or raclette if needed. If you use parmesan instead of pecorino, taste and add a little more salt. For cheesier results, increase the cheddar amount.
Swapping half the milk for a 12-oz can of evaporated milk gives a slightly smoother sauce, especially on reheating — useful but not essential.
Core profile: salt, black pepper, cayenne, nutmeg. Optional add-ins: 1 tsp mustard powder, 1 tsp smoked paprika, 1 clove minced garlic, a few shakes of hot sauce, or fresh thyme.
You can assemble earlier and bake when ready. Leftovers reheat well: warm in the original skillet or ovenproof dish at 350°F for 20–30 minutes.
Double the recipe for a 12-inch skillet, large braiser or 9×13 baking dish. Baking time remains roughly the same.
