This old-fashioned baked mac and cheese is made from scratch with sharp cheddar, tender elbow macaroni, and a buttery Ritz cracker topping. Simple, nostalgic, and always a crowd-pleaser, it bakes up creamy with a golden, crunchy crumb.

This classic version uses a homemade cheddar sauce built on a simple roux and whole milk, combined with pasta and finished with a buttery crushed Ritz topping. The method is straightforward and perfect for holidays, potlucks, or cozy weeknight meals when only rich, cheesy mac will do.
Recipe Highlights
- Quick cheese sauce: Start with a quick roux of butter and flour, then whisk in milk to make a smooth béchamel—beginner-friendly and ready in minutes.
- Simple ingredients: One cheese (sharp cheddar) and whole milk keep the flavor classic and the prep uncomplicated.
- Ritz cracker topping: Crushed Ritz mixed with butter bakes to a salty, crisp finish that contrasts perfectly with the creamy pasta.
Ingredient Breakdown

- Elbow macaroni: A classic shape that holds sauce well.
- Unsalted butter: Used in the sauce and mixed with cracker crumbs for the topping.
- All-purpose flour: Thickens the sauce into a silky béchamel.
- Whole milk: Gives the sauce its creamy body.
- Seasoning: Kosher salt, black pepper, dry mustard, and garlic powder for balanced flavor.
- Shredded sharp cheddar: Melts into a rich, flavorful sauce.
- Ritz crackers: Crushed for a buttery, crunchy topping.
- Chopped parsley: Optional garnish for color.
Refer to the recipe card below for exact quantities and details.
Instructions
Preheat oven to 350°F (175°C).

Grease a 9×13 baking dish. Cook the pasta in well-salted boiling water until it is 1–2 minutes shy of al dente; it will finish cooking in the oven. Drain and set aside.

While the pasta cooks, melt ½ cup unsalted butter in a large saucepan over medium heat. Whisk in ½ cup flour and cook 1–2 minutes to remove the raw flour taste. Add the salt, pepper, dry mustard, and garlic powder, and whisk until smooth.
Slowly whisk in 4 cups whole milk. Bring the mixture to a low simmer, stirring frequently, and cook until the sauce thickens slightly, about 3–5 minutes.

Remove the sauce from heat and stir in 4 cups (about 5 cups total used in recipe; reserve 1 cup) shredded sharp cheddar a handful at a time, letting each addition melt completely before adding more to keep the sauce smooth.

Toss the cooked pasta with the cheese sauce and spread it evenly in the prepared baking dish. Sprinkle the reserved cup of cheddar over the top.

Crush one sleeve of Ritz crackers into fine crumbs—use a food processor or seal them in a zip-top bag and roll with a pin. Mix the crumbs with 2 tablespoons melted butter and the parsley, then sprinkle evenly over the mac and cheese.

Bake uncovered for 25–30 minutes, until bubbly and golden on top. Let rest 5–10 minutes before serving so the casserole sets and is easier to portion.

Substitutions
- Pasta: Shells, cavatappi, or cellentani work well if you prefer a different shape.
- Cheese: Try half cheddar and half Monterey Jack or Colby Jack for a creamier, meltier sauce.
- Milk: Use half-and-half or a mix of whole milk and cream for a richer sauce; avoid skim milk, which thins the sauce.

Equipment
You’ll need a large pot to boil the pasta, a large saucepan for the roux and sauce, a whisk, and a 9×13 baking dish (about 3.5 quarts). A food processor makes quick work of crushing the crackers, but a sealed bag and rolling pin work fine too.
Behind the Recipe
Mac and cheese is a classic comfort dish, and this recipe leans into that nostalgic flavor with a salty, buttery cracker topping. My best tips: use freshly shredded cheese for the smoothest melt, and undercook the pasta slightly so it finishes perfectly in the oven.

Did you make this recipe? I’d love to hear how it turned out—please leave a rating and review to help others and to share feedback.

FAQ
Yes. Assemble the mac and cheese without the cracker topping, cover, and refrigerate. Add the cracker topping just before baking.
Sharp cheddar is classic for flavor. Mixing cheddar with Monterey Jack, Colby, or mozzarella gives extra melt and creaminess.
📖 Recipe

Old Fashioned Baked Mac and Cheese with Ritz Crackers
Equipment
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Large pot
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Large saucepan
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9×13 baking dish
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Whisk
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Food processor (optional)
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
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Preheat oven to 350°F (175°C). Grease a 9×13 baking dish. Cook pasta in well-salted water until 1–2 minutes shy of al dente. Drain and set aside.
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Melt ½ cup butter in a saucepan over medium heat. Whisk in ½ cup flour and cook 1–2 minutes. Add salt, pepper, dry mustard, and garlic powder and whisk until smooth.
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Slowly whisk in 4 cups milk. Bring to a low simmer and cook, stirring, until the sauce thickens slightly, about 3–5 minutes.
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Remove from heat and stir in 4 cups shredded cheddar, a handful at a time, until smooth. Reserve 1 cup for topping.
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Combine pasta and cheese sauce, spread in the baking dish, and sprinkle the reserved cheddar on top.
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Crush the Ritz crackers to crumbs, mix with 2 tablespoons melted butter and parsley, and evenly top the casserole.
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Bake uncovered 25–30 minutes until bubbly and golden. Let rest 5–10 minutes before serving.
Notes
Freezer: Freeze before adding the topping for best texture. Thaw overnight in the fridge, then add fresh cracker topping before baking.
Beginner tip: Add the milk slowly while whisking the roux to keep the sauce smooth. Cook at medium heat and stir often; the béchamel is ready when it coats the back of a spoon.
Nutrition
More Pasta
If you enjoy this recipe, try other easy pasta dishes and casseroles for family dinners or gatherings.
-
Creamy Shrimp Pasta Salad with Italian Dressing
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Crockpot Velveeta Mac and Cheese
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One Pot Ground Beef Egg Noodles
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One Pot Taco Mac and Cheese