Mac ‘n’ Cheese for a Bunch

Total Time

Prep: 30 min. Bake: 35 min.


36 servings (1 cup each)

Updated: Jan. 29, 2022
You'll satisfy many taste buds with this rich and comforting dish from Dixie Terry from Goreville, Illinois. Tender macaroni is covered in a creamy, homemade cheese sauce, and then topped with golden bread crumbs. A true crowd pleaser!


  • 3 packages (two 16 ounces, one 7 ounces) elbow macaroni
  • 1-1/4 cups butter, divided
  • 3/4 cup all-purpose flour
  • 2 teaspoons salt
  • 3 quarts milk
  • 3 pounds sharp cheddar cheese, shredded
  • 1-1/2 cups dry bread crumbs


  1. Cook macaroni according to package directions until almost tender.
  2. Meanwhile, preheat oven to 350°. In a large stock pot, melt 1 cup butter. Stir in flour and salt until smooth. Gradually stir in milk. Bring to a boil; cook and stir until thickened, 2 minutes. Reduce heat. Add cheese, stirring until melted. Drain macaroni; stir into sauce.
  3. Transfer to 3 greased 13x9-in. baking dishes. Melt remaining butter; toss with bread crumbs. Sprinkle over casseroles.
  4. Bake, uncovered, until golden brown, 35-40 minutes.

Nutrition Facts

1 cup: 395 calories, 23g fat (14g saturated fat), 68mg cholesterol, 510mg sodium, 32g carbohydrate (5g sugars, 1g fiber), 17g protein.