Baked Macaroni and Cheese – Spanish-Style

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This savory and sweet baked macaroni and cheese is like a main course version of the best cheese board ever. A little bit gourmet but still family-friendly, this will take your mac and cheese game to the next level.

Back in the day, when we were childless and unfettered, Phil and I watched a lot of Food Network. Especially Chopped.

There was one contestant in particular, Madison Cowan, who caught our attention. He had an inspiring story and an unrelentingly positive outlook, but most importantly everything he made on the show looked like something I’d gladly have for my last meal.

At the time, Phil had tracked down his (now defunct) blog, and sent me a link to a baked macaroni and cheese recipe he found there.

Luckily that was back when people still printed recipes, and I still have the copy I printed from Google Reader (yes that’s how old it is!). This recipe has been a family favorite for almost 10 years.

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Baked macaroni and cheese in a glass baking dish with a portion scooped out

This is no ordinary mac and cheese. It’s pretty much as gourmet as mac and cheese gets I think, without involving truffles or caviar. But it remains as simple to make as any other mac and cheese recipe and will satisfy ALL your cheesy comfort food cravings.

You know how cheese goes so well with a sweet and fruity condiment? Think baked brie with cranberry or fig jam. Or grapes on a cheese board. This baked macaroni and cheese combines those flavors in a classic main dish instead of in appetizer form, and it really really works.

Instead of the usual cheeses, this one is made with rich and nutty Spanish manchego, along with some salty Parmesan.

The sweet and fruity component is a Spanish condiment called membrillo, which is a paste or jelly made of quince. The two together are a magical combination.

That said, if those ingredients are too hard to find/not affordable for you, you can get the same sweet and savory effect with some simple substitutions.

Ingredient substitutions


Manchego can be kind of expensive, and also hard to track down, depending where you live. A more economical option would be an aged sharp cheddar. You want a cheese with flavor here, nothing too mild.

Another delicious option that is easier to find than manchego and has a similar nuttiness would be Gruyère.


While membrillo can be easily found here, it might be difficult to track down locally. But here again, there are plenty of great alternatives.

Any jam, jelly or preserve that is on the tarter side, like cranberry or lingonberry would make a fine substitute. When I made it this time, I actually used this quince jam instead of actual membrillo, and have used cranberry jam many times in the past.


So, how do you make our favorite baked macaroni and cheese? Same process as most other recipes, with one extra easy step that will take it over the top.

Start by sautéeing some onions until they are tender and browned. Add a splash of white wine or water to the pan and stir to scrape up the brown bits, until the liquid is evaporated.

Then add your quince paste (or substitute), and cook down a bit. Spread the onions evenly at the bottom of a 9 x 13 inch baking dish.

Sliced onions in a saute pan, with membrillo, for baked macaroni and cheese Spanish-style

Next, boil some noodles and make your cheese sauce. Start with a simple butter and flour roux (super important to whisk constantly to avoid lumps).

Add the milk, continuing to whisk constantly until the sauce starts to bubble. Cook it a few minutes more to thicken it, until it coats the back of a spoon. Season with salt, pepper, nutmeg, and dry mustard.

Whisk in the grated cheeses until melted and smooth.

Add the cheese sauce to the cooked macaroni and stir to combine.

steps for making a cheese sauce for baked macaroni and cheese. Flour and butter roux in a saucepan, with milk added, with cheese added, and mixed with macaroni noodles

Next, spread the noodles and cheese sauce over the onions in the baking dish. Sprinkle with additional cheese and a little smoked Spanish paprika.

Macaroni mixed with cheese sauce being spread over onions sauteed with membrillo, and sprinkled with additional cheese and paprika

Bake until golden and bubbly!

Baked macaroni and cheese in a glass baking dish with a portion scooped out

Enjoy! xx

Sound good to you? If you make this baked macaroni and cheese, I would be thrilled if you would take a pic and tag me on Instagram @ourhappymess!

Or pin for later! ↓↓↓

Baked macaroni and cheese in a glass baking dish with a portion scooped out

P.S. If you’re looking for a more traditional baked macaroni and cheese with a ‘lil twist, try my spicy mac and cheese recipe!

And if you’re looking for more easy dinner inspiration, follow me on Pinterest, Instagram, Facebook or Twitter. Or subscribe in the sidebar on the right to get every new recipe in your inbox 🙂

Baked macaroni and cheese in a glass baking dish with a portion scooped out

Baked Macaroni and Cheese - Spanish-Style

This savory and sweet baked macaroni and cheese, is like a main course version of the best cheese board ever. 
5 from 1 vote
Print Pin Rate Save
Course: Main Dish
Cuisine: American
Prep Time: 25 minutes
Cook Time: 25 minutes
Total Time: 50 minutes
Servings: 8 servings
Calories: 615kcal
Author: Ann Otis


  • 2 tablespoons olive oil
  • 1 large onion thinly sliced
  • splash white wine or water
  • 3/4 cup membrillo or quince or cranberry jam or jelly
  • 1 lb elbow macaroni
  • 3 tablespoons butter
  • 1/4 cup all-purpose flour
  • 3 cups milk whole or 2%
  • 1/2 teaspoon ground mustard
  • kosher salt to taste
  • 1/2 teaspoon black pepper freshly ground
  • 1/4 teaspoon nutmeg freshly grated
  • 2 1/2 cups manchego cheese grated (or sharp cheddar or gruyere)
  • 1 1/2 cups parmesan cheese grated
  • smoked Spanish Paprika


  • Preheat the oven to 375 degrees F.
  • In a saute pan or skillet, heat the oil over medium heat. Add the sliced onions and cook until soft and browned, about 7 minutes. Add a splash of white wine or water and stir to scrape up the brown bits, until the liquid is evaporated.
  • Add the membrillo to the onions and stir to coat. Cook for a couple of minutes, stirring often. Spread the onion mixture evenly in the bottom of a 9 x 13 inch baking dish.
  • Heat a large pot of salted water over high heat. Cook the macaroni until al dente, according to package directions. Drain, return to the pot, and set aside. 
  • While the macaroni is cooking, melt the butter in a medium saucepan. Whisk in the flour and continue to whisk constantly until smooth for about 1 minute. 
  • Slowly whisk in the milk and heat, whisking constantly, until it starts to bubble. Keep cooking a couple of minutes longer, until it starts to thicken and coats the back of a spoon. Remove from the heat and season with salt, pepper and nutmeg, and ground mustard.
  • Stir in 2 cups of the manchego and all of the Parmesan, until melted and smooth, reserving 1/2 cup of manchego for the top. 
  • Pour the cheese sauce into the pot with macaroni and stir to combine. Taste and adjust seasoning to taste.
  • Spread the macaroni evenly over the onions in the baking dish. Sprinkle with remaining cheese and a little paprika. Bake for 25 minutes, or until golden and bubbly. 


Adapted from Madison Cowan


Calories: 615kcal | Carbohydrates: 60g | Protein: 26g | Fat: 29g | Saturated Fat: 16g | Cholesterol: 70mg | Sodium: 600mg | Potassium: 294mg | Fiber: 2g | Sugar: 12g | Vitamin A: 620IU | Vitamin C: 1mg | Calcium: 722mg | Iron: 1.2mg
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    1. If you mean that you want to make mac and cheese cups that will hold their shape when un-molded from the cupcake pan, yes, that could work (and sounds delicious!). However it would be kind of messy because of the onion/quince mixture on the bottom, which you could omit if you like (although they kind of make the dish imo!). you would also need to reduce the amount of liquid in the cheese sauce by a bit to make sure it all holds together. I would go with 2 cups of milk instead of 3, and also INcrease the amount of cheese by about a cup to further help with the binding. They would bake for around 18-20 minutes in a regular-size muffin tin I think, at 375F. I would let them cool in the pan for about 10 minutes before unmolding. I can’t guarantee the results, but that is where I would start if I were testing this 🙂

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