This old-fashioned baked mac and cheese recipe is made from scratch with sharp cheddar, elbow macaroni, and a buttery Ritz cracker topping. It’s nostalgic in the best way and always a crowd favorite.

This version keeps things simple and classic, with a creamy cheddar sauce made from scratch, tender elbow macaroni, and a crushed Ritz cracker topping that bakes up golden and crisp.
The cheese mixture comes together in a saucepan with butter, flour, milk, and plenty of sharp cheddar cheese. Once the pasta and sauce are combined and transferred into the baking dish, all that’s left to do is top it with more cheese and buttery Ritz and bake until the crumb topping is golden brown.
This mac and cheese recipe is perfect for holidays (see you at Thanksgiving!), potlucks, or cozy weeknight dinners when only the cheesiest mac and cheese will do. You also have to try my baked Gouda mac and cheese and my stovetop white cheddar mac and cheese.
Recipe Highlights
- Quick cheese sauce: This recipe begins with a quick roux (a mix of melted butter and flour) that turns into a creamy béchamel (a basic white sauce made with milk). It’s beginner-friendly and comes together with just a whisk and a few minutes on the stove.
- Cheddar and whole milk: Just one cheese (sharp cheddar) and one milk (whole milk) for that old-fashioned flavor and no-fuss prep.
- Ritz cracker topping: Topped with buttery Ritz crackers for a salty, golden finish.
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Ingredient Breakdown

- Elbow macaroni: Traditional pasta shape for mac and cheese that holds the cheese sauce well.
- Unsalted butter: Used in the cheese sauce and for mixing with the cracker crumbs.
- All-purpose flour: Helps thicken the cheese sauce into a smooth béchamel.
- Whole milk: Adds creaminess and richness to the sauce.
- Seasoning: Kosher salt, black pepper, dry mustard, and garlic powder.
- Shredded sharp cheddar cheese: Melts into the sauce and gives the mac its bold, cheesy flavor.
- Ritz crackers: Crushed for a buttery, crunchy topping.
- Chopped parsley: Optional, but adds a little color.
See the recipe card for quantities.
Instructions
Preheat oven to 350°F (175°C).

Grease a 9x13 baking dish. Cook pasta in well-salted water until 1-2 minutes shy of al dente. The noodles will continue to cook when baking. Drain and set aside.

While the noodles cook, melt the butter in a large saucepan over medium heat. Whisk in the flour and cook for 1 to 2 minutes to remove the raw flour taste. Add the salt, pepper, mustard, and garlic powder, and whisk until smooth.
Slowly pour in the milk while whisking until smooth. Bring to a low simmer, stirring frequently, and cook until the sauce thickens slightly, about 3-5 minutes.

Remove sauce from heat and stir in 4 cups cheddar one handful at a time until melted and smooth. Take your time and let each handful melt fully before adding more to keep the sauce from clumping. Reserve 1 cup for topping.

Combine pasta and cheese sauce, then spread evenly in the prepared baking dish. Sprinkle reserved 1 cup cheddar over top.

Crush the Ritz crackers into fine crumbs by sealing them in a gallon-size zip-top bag and rolling with a rolling pin, or by pulsing them in a food processor. Mix the crumbs with the melted butter and parsley, then sprinkle evenly over the mac and cheese.

Bake uncovered for 25–30 minutes, until bubbly and golden brown on top. Let sit 5–10 minutes before serving.

Substitutions
- Elbow macaroni: Shells, cavatappi, and cellentani also work well.
- Sharp cheddar cheese: Try half cheddar and half Monterey Jack for a creamier melt, or use white cheddar or Colby Jack.
- Whole milk: You can use half and half, or a mix of whole milk and heavy cream for a richer sauce. Avoid skim milk, which can make the sauce too thin.

Equipment
You need a large pot to boil the pasta and a large saucepan and whisk for making the cheese sauce. To bake, you'll want a 9x13 baking dish or something similar (about 3.5 quarts or larger).
I like to use a food processor to blitz the Ritz crackers, but it's also pretty easy to crush them up in a gallon Ziploc baggie with a rolling pin. My food processor also comes with a cheese shredding disc that makes shredding my own cheese a breeze.
Behind the Recipe
Mac and cheese has always been one of my favorite comfort foods. You'll love the salty, buttery topping.
My top tip is to use freshly shredded cheese. I know I am the queen of shortcut cooking, but pre-shredded cheese doesn’t melt as smoothly. You also want to undercook the pasta slightly. It will finish cooking in the oven, so aim for just shy of al dente.

Did you make this recipe? I’d love to hear what you think! Please take a moment to leave a rating and review—it helps me create high-quality recipes and lets others know what to expect.

FAQ
Yes, assemble it without the topping, cover, and refrigerate. Add the cracker topping just before baking.
Sharp cheddar is classic, but combining it with Monterey Jack, Colby, or mozzarella adds extra melt and flavor.
📖 Recipe
Old Fashioned Baked Mac and Cheese with Ritz Crackers
Video
Ingredients
For the pasta
- 1 pound elbow macaroni
- ½ cup unsalted butter
- ½ cup all-purpose flour
- 4 cups whole milk
- 1 teaspoon kosher salt
- ½ teaspoon black pepper
- ½ teaspoon dry mustard
- ¼ teaspoon garlic powder
- 5 cups shredded sharp cheddar cheese about 20 ounces, divided
For the topping
- 1 sleeve Ritz crackers about 33 crackers
- 2 tablespoons unsalted butter melted
- 2 tablespoons chopped fresh or dried parsley
Instructions
- Preheat oven to 350°F (175°C). Grease a 9x13 baking dish. Cook pasta in well-salted water until 1-2 minutes shy of al dente. The noodles will continue to cook when baking. Drain and set aside.
- While the noodles cook, melt the butter in a large saucepan over medium heat. Whisk in the flour and cook for 1 to 2 minutes to remove the raw flour taste. Add the salt, pepper, mustard, and garlic powder, and whisk until smooth.
- Slowly pour in the milk while whisking until smooth. Bring to a low simmer, stirring frequently, and cook until the sauce thickens slightly, about 3-5 minutes.
- Remove sauce from heat and stir in 4 cups cheddar one handful at a time until melted and smooth. Reserve 1 cup for topping.
- Combine pasta and cheese sauce, then spread evenly in the prepared baking dish. Sprinkle reserved 1 cup cheddar over top.
- Crush the Ritz crackers into fine crumbs by sealing them in a gallon-size zip-top bag and rolling with a rolling pin, or by pulsing them in a food processor. Mix the crumbs with the melted butter and parsley, then sprinkle evenly over the mac and cheese.
- Bake uncovered for 25–30 minutes, until bubbly and golden brown on top. Let sit 5–10 minutes before serving.
Notes
Nutrition
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Carol says
Looks delicious!
Kelsey Smith says
I hope you all enjoy my baked mac and cheese. If you give it a try, please leave a review and let me know what you think.