Martha Stewart’s Macaroni & Cheese is a creamy, cheesy, and utterly comforting dish that elevates the classic recipe to new heights. The combination of sharp white cheddar and Gruyère cheeses creates a rich and flavorful sauce, while the crispy breadcrumb topping adds a delightful crunch. Perfect for a cozy family dinner or a special occasion, this macaroni and cheese will be a crowd-pleaser that everyone will ask for seconds of!
Why You’ll Love This Recipe
Martha Stewart’s Macaroni & Cheese offers the best of both worlds: a velvety cheese sauce that coats every piece of pasta and a golden, crispy topping that adds texture and contrast. With two types of cheese—sharp cheddar and Gruyère—this dish has depth of flavor, while the dash of cayenne pepper adds just the right amount of heat. Plus, it’s easy to make in just a few simple steps, and the results are absolutely irresistible!

Ingredients
- 8 tablespoons (1 stick) unsalted butter, plus more for the dish
- 6 slices good white bread, crusts removed, torn or diced into 1/4- to 1/2-inch pieces
- 5 1/2 cups milk
- 1/2 cup all-purpose flour
- 2 teaspoons salt
- 1/4 teaspoon freshly grated nutmeg
- 1/4 teaspoon freshly ground black pepper
- 1/4 teaspoon cayenne pepper, or to taste
- 4 1/2 cups grated sharp white cheddar cheese (about 18 ounces)
- 2 cups grated Gruyère cheese (about 8 ounces)
- 1 pound elbow macaroni (or other small pasta shape)
(Tip: You’ll find the full list of ingredients and measurements in the recipe card below.)
Directions
Step 1: Prepare the Casserole Dish
Heat your oven to 375°F (190°C). Butter a 3-quart casserole dish and set it aside. Place the torn bread in a medium bowl. In a small saucepan, melt 2 tablespoons of butter over medium heat (you can also melt the butter in the microwave). Pour the melted butter over the bread and toss it to coat. Set the breadcrumbs aside. Reserve 1 1/2 cups of grated cheddar and 1/2 cup of Gruyère cheese for topping.
Step 2: Cook the Pasta
Fill a large pot with water and bring it to a boil. Add the macaroni and cook for 2 to 3 minutes less than the manufacturer’s directions, so the pasta is slightly underdone (the pasta will finish cooking in the sauce). After cooking, drain the pasta in a colander, rinse it under cold running water, and set it aside.
Step 3: Make the Cheese Sauce
In a medium saucepan, heat the milk over medium heat. In the same pot you used for boiling the pasta, melt the remaining 6 tablespoons of butter over medium heat. Once the butter is bubbling, add the flour and cook for 1 minute, whisking constantly.
Step 4: Combine Milk and Butter Mixture
Slowly pour the hot milk into the butter-flour mixture while whisking. Continue whisking and cook until the mixture starts to bubble and thickens.
Step 5: Add the Cheese and Seasonings
Remove the pan from the heat and stir in the salt, nutmeg, black pepper, cayenne pepper, 3 cups of cheddar cheese, and 1 1/2 cups of Gruyère. Stir until the cheese has melted into a smooth sauce. Then, add the reserved macaroni and stir until it’s well coated with the sauce.
Step 6: Assemble and Bake
Pour the cheese and pasta mixture into the prepared casserole dish. Sprinkle the remaining 1 1/2 cups of cheddar cheese, 1/2 cup of Gruyère, and the prepared breadcrumbs over the top.
Bake for about 30 minutes, or until the top is golden and bubbly. If the top isn’t browned to your liking after 30 minutes, switch to broil and cook for an additional 1-2 minutes, keeping a close eye on it to prevent burning.
Step 7: Cool and Serve
Once baked, remove the macaroni and cheese from the oven and let it cool for 5 minutes before serving. This will help the sauce set and make it easier to serve. Enjoy your homemade macaroni and cheese while it’s still warm!
Servings and Timing
- Servings: Makes about 6 servings
- Preparation Time: 15 minutes
- Cooking Time: 35–40 minutes (including baking)
- Total Time: 50 minutes
Variations
- Add Protein: You can add cooked chicken, bacon, or sausage to make this a heartier meal. Just stir the protein into the cheese sauce before assembling.
- Vegetarian Version: For a vegetable twist, add sautéed mushrooms, spinach, or broccoli for extra nutrition and flavor.
- Spicy Version: Increase the cayenne pepper or add a few dashes of hot sauce for a spicier mac and cheese.
- Different Cheeses: Swap out Gruyère for other cheeses like mozzarella, fontina, or Parmesan to experiment with different flavor profiles.
Storage/Reheating
- Storage: Leftovers can be stored in an airtight container in the refrigerator for up to 4 days.
- Reheating: Reheat in the microwave or in the oven. If using the oven, cover with foil and bake at 350°F for about 15 minutes to heat through. You may want to add a splash of milk to keep the sauce creamy when reheating.

FAQs
1. Can I make this macaroni and cheese ahead of time?
Yes, you can prepare the dish ahead of time. Assemble the macaroni and cheese in the casserole dish, cover with plastic wrap, and refrigerate. When ready to bake, remove the wrap and bake as directed.
2. Can I freeze leftover macaroni and cheese?
Yes, you can freeze macaroni and cheese. Cool it completely, then wrap it tightly in plastic wrap and foil. Freeze for up to 3 months. To reheat, bake from frozen at 350°F for 30–40 minutes.
3. Can I use gluten-free pasta?
Yes, you can substitute gluten-free pasta for the regular pasta. Just be sure to cook the gluten-free pasta according to the package instructions.
4. Can I make this without breadcrumbs?
Yes, you can skip the breadcrumbs if you prefer, or use crushed crackers, panko, or even crumbled chips as a topping.
5. What should I do if my sauce is too thick?
If the cheese sauce becomes too thick, simply add a little more milk, a tablespoon at a time, until you reach the desired consistency.
6. Can I use pre-grated cheese?
You can use pre-grated cheese, but freshly grated cheese melts better and has a smoother texture in the sauce.
7. Can I add mustard to the cheese sauce for extra flavor?
Yes, adding a teaspoon or two of Dijon mustard to the cheese sauce will enhance the flavor and add a bit of tanginess.
8. Can I make this macaroni and cheese spicier?
If you want more spice, add extra cayenne pepper, or use a spicy cheese like pepper jack for added heat.
9. What’s the best way to make the breadcrumb topping crunchy?
Make sure to toast the breadcrumbs with butter before adding them to the top of the macaroni and cheese. This helps them stay crispy during baking.
10. How do I know when the macaroni and cheese is done baking?
The macaroni and cheese is done when the top is golden brown and the sauce is bubbling around the edges. Use a toothpick to check if it’s hot throughout.
Conclusion
Martha Stewart’s Macaroni & Cheese is the ultimate comfort food, with a perfect blend of creamy cheese sauce, tender pasta, and a crunchy topping. Whether you’re serving it for a family meal or making it for a special occasion, this dish is sure to satisfy everyone at the table. With its rich flavor and irresistible texture, this mac and cheese recipe will quickly become a favorite!
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Martha Stewart’s Macaroni & Cheese Recipe
- Total Time: 50 minutes
- Yield: 6 servings
- Diet: Vegetarian
Description
Martha Stewart’s Macaroni & Cheese is a creamy, cheesy, and utterly comforting dish that elevates the classic recipe to new heights. The combination of sharp white cheddar and Gruyère cheeses creates a rich and flavorful sauce, while the crispy breadcrumb topping adds a delightful crunch. Perfect for a cozy family dinner or a special occasion, this macaroni and cheese will be a crowd-pleaser that everyone will ask for seconds of!
Ingredients
8 tablespoons (1 stick) unsalted butter, plus more for the dish
6 slices good white bread, crusts removed, torn or diced into 1/4– to 1/2-inch pieces
5 1/2 cups milk
1/2 cup all-purpose flour
2 teaspoons salt
1/4 teaspoon freshly grated nutmeg
1/4 teaspoon freshly ground black pepper
1/4 teaspoon cayenne pepper, or to taste
4 1/2 cups grated sharp white cheddar cheese (about 18 ounces)
2 cups grated Gruyère cheese (about 8 ounces)
1 pound elbow macaroni (or other small pasta shape)
Instructions
- Heat your oven to 375°F (190°C). Butter a 3-quart casserole dish and set it aside. Place the torn bread in a medium bowl. In a small saucepan, melt 2 tablespoons of butter over medium heat (you can also melt the butter in the microwave). Pour the melted butter over the bread and toss it to coat. Set the breadcrumbs aside. Reserve 1 1/2 cups of grated cheddar and 1/2 cup of Gruyère cheese for topping.
- Fill a large pot with water and bring it to a boil. Add the macaroni and cook for 2 to 3 minutes less than the manufacturer’s directions, so the pasta is slightly underdone (the pasta will finish cooking in the sauce). After cooking, drain the pasta in a colander, rinse it under cold running water, and set it aside.
- In a medium saucepan, heat the milk over medium heat. In the same pot you used for boiling the pasta, melt the remaining 6 tablespoons of butter over medium heat. Once the butter is bubbling, add the flour and cook for 1 minute, whisking constantly.
- Slowly pour the hot milk into the butter-flour mixture while whisking. Continue whisking and cook until the mixture starts to bubble and thickens.
- Remove the pan from the heat and stir in the salt, nutmeg, black pepper, cayenne pepper, 3 cups of cheddar cheese, and 1 1/2 cups of Gruyère. Stir until the cheese has melted into a smooth sauce. Then, add the reserved macaroni and stir until it’s well coated with the sauce.
- Pour the cheese and pasta mixture into the prepared casserole dish. Sprinkle the remaining 1 1/2 cups of cheddar cheese, 1/2 cup of Gruyère, and the prepared breadcrumbs over the top.
- Bake for about 30 minutes, or until the top is golden and bubbly. If the top isn’t browned to your liking after 30 minutes, switch to broil and cook for an additional 1-2 minutes, keeping a close eye on it to prevent burning.
- Once baked, remove the macaroni and cheese from the oven and let it cool for 5 minutes before serving. This will help the sauce set and make it easier to serve. Enjoy your homemade macaroni and cheese while it’s still warm!
Notes
- Add Protein: You can add cooked chicken, bacon, or sausage to make this a heartier meal. Just stir the protein into the cheese sauce before assembling.
- Vegetarian Version: For a vegetable twist, add sautéed mushrooms, spinach, or broccoli for extra nutrition and flavor.
- Spicy Version: Increase the cayenne pepper or add a few dashes of hot sauce for a spicier mac and cheese.
- Different Cheeses: Swap out Gruyère for other cheeses like mozzarella, fontina, or Parmesan to experiment with different flavor profiles.
- Storage: Leftovers can be stored in an airtight container in the refrigerator for up to 4 days. Reheat in the microwave or in the oven. If using the oven, cover with foil and bake at 350°F for about 15 minutes to heat through. You may want to add a splash of milk to keep the sauce creamy when reheating.
- Prep Time: 15 minutes
- Cook Time: 35–40 minutes (including baking)
- Category: Side Dish
- Method: Baking
- Cuisine: American
Nutrition
- Serving Size: 1/6 of recipe
- Calories: 640 kcal
- Sugar: 7 g
- Sodium: 980 mg
- Fat: 34 g
- Saturated Fat: 20 g
- Unsaturated Fat: 12 g
- Trans Fat: 1 g
- Carbohydrates: 56 g
- Fiber: 2 g
- Protein: 22 g
- Cholesterol: 105 mg