This old-fashioned baked mac and cheese is made from scratch with sharp cheddar, elbow macaroni, and a buttery Ritz cracker topping. It’s comfort food at its finest: creamy, nostalgic, and always a crowd-pleaser.

This recipe keeps things straightforward and classic: a smooth cheddar béchamel sauce, tender elbow macaroni, and a crunchy crushed-Ritz topping that browns beautifully in the oven.
The sauce is made on the stovetop with butter, flour, milk, and plenty of shredded sharp cheddar. Once the pasta is combined with the cheese sauce and placed in a baking dish, top it with extra cheddar and the buttery cracker crumbs, then bake until bubbly and golden.
It’s perfect for holidays, potlucks, or any night you want seriously cheesy comfort. If you enjoy variations, try mixing in a milder melting cheese or swapping the cracker crumbs for panko for a different texture.
Recipe Highlights
- Quick cheese sauce: Start with a simple roux (butter + flour) turned into a creamy béchamel by whisking in milk — easy and beginner-friendly.
- Cheddar and whole milk: One cheese (sharp cheddar) and whole milk keep the flavor classic and the method uncomplicated.
- Ritz cracker topping: Crushed Ritz crackers mixed with butter bake into a salty, golden, crunchy finish.
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Ingredient Breakdown

- Elbow macaroni: The classic pasta for mac and cheese that holds sauce well.
- Unsalted butter: Used in the béchamel and for blending with the cracker crumbs.
- All-purpose flour: Thickens the sauce into a smooth béchamel.
- Whole milk: Gives the sauce richness and creaminess.
- Seasoning: Kosher salt, black pepper, dry mustard, and garlic powder to boost flavor.
- Shredded sharp cheddar: Provides the bold, cheesy taste; use freshly shredded for the best melt.
- Ritz crackers: Crushed for a buttery, crunchy topping.
- Chopped parsley: Optional garnish that adds a pop of color.
See the recipe card for exact quantities.
Instructions
Preheat the 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.

Meanwhile, melt the butter in a large saucepan over medium heat. Whisk in the 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 pour in the milk while whisking to keep the sauce smooth. Bring to a low simmer and cook, stirring frequently, until the sauce thickens slightly, about 3–5 minutes.

Remove the sauce from the heat and stir in 4 cups of shredded cheddar, adding a handful at a time and waiting for each addition to melt completely before adding more. Reserve 1 cup of cheese to sprinkle on top before baking.

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 surface.

Crush the Ritz crackers into fine crumbs by placing them in a sealed bag and rolling with a rolling pin or 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 the dish is bubbly and the topping is golden brown. Let the mac and cheese rest 5–10 minutes before serving so it sets slightly.

Substitutions
- Pasta: Shells, cavatappi, or cellentani work well if you prefer a different shape.
- Cheese: Swap half the cheddar for Monterey Jack, Colby Jack, or mozzarella for a creamier melt.
- Milk: Use half-and-half or a combination of whole milk and heavy cream for extra richness; avoid skim milk, which can make the sauce thin.

Equipment
A large pot to boil the pasta, a large saucepan and whisk for the sauce, and a 9×13 baking dish (about 3.5 quarts) are all you need. A food processor makes crushing crackers quick, but a sealed bag and rolling pin work fine too.
Behind the Recipe
This is classic comfort food with a salty, buttery topping that contrasts the creamy interior. My top tips: use freshly shredded cheese for the smoothest sauce, and undercook the pasta slightly so it won’t be mushy after baking.

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

FAQ
Yes — assemble the casserole without the cracker topping, cover, and refrigerate. Add the topper just before baking for best texture.
Sharp cheddar is traditional and flavorful; mixing in Monterey Jack, Colby, or mozzarella will increase meltiness and create a creamier texture.
📖 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 or rolling pin and bag for crackers
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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While the noodles cook, melt the butter in a large saucepan over medium heat. Whisk in the flour and cook for 1–2 minutes. Add salt, pepper, dry mustard, and garlic powder, whisking until smooth.
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Slowly whisk in the milk and bring to a low simmer, stirring frequently, until the sauce thickens slightly, about 3–5 minutes.
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Remove from heat and stir in 4 cups of cheddar a handful at a time until smooth. Reserve 1 cup for the topping.
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Combine pasta and cheese sauce, spread into the prepared dish, and sprinkle the reserved cup of cheddar on top.
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Crush the Ritz crackers finely, mix with melted butter and parsley, and sprinkle over the mac and cheese.
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Bake uncovered for 25–30 minutes until bubbly and golden. Let rest 5–10 minutes before serving.
Notes
Freezer: Freeze without the cracker topping for best texture. Thaw overnight in the fridge, then add the topping and bake.
Tip: When adding milk to the roux, pour slowly while whisking to prevent lumps. The béchamel is ready when it coats the back of a spoon.
Nutrition
More Pasta
Looking for similar dishes? Try these other pasta recipes for more comfort-food inspiration.
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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