There’s something about a pan of Cheesy Scalloped Potatoes that instantly makes a dinner feel special. I still remember the first time I served this as a Thanksgiving side dish—it disappeared in minutes, and my cousin asked for the recipe before dessert even hit the table. The creamy sauce, the layers of tender potatoes, and that rich blanket of melted cheese make this one of those Potato Side Dishes Thanksgiving tables just can’t be without. It’s also a fabulous choice if you’re looking for Foods To Make With Potatoes that feel cozy and impressive without being fussy.

This version of Cheesy Scalloped Potatoes is designed to be simple enough for a weeknight yet elegant enough for a holiday spread. It falls right into the category of Fall Recipes Side Dishes that are comforting, creamy, and perfect alongside roasted turkey or chicken. If you’re planning a smaller gathering, you can easily scale it down into one of those Thanksgiving Recipes For 2 that still feel like a full feast. The flavors are warm, the texture is soft and rich, and the golden top always gets a happy “ooh” at the table.
Cheesy Scalloped Potatoes as a Fall Side Dish
Cheesy Scalloped Potatoes are a staple among Fall Sides Dishes because they pair so well with roasted meats, stuffing, and hearty gravies. The creaminess balances the crisp skin of a roasted turkey, and the mild cheese lets the natural flavor of the potatoes shine. It’s a classic Side Dish For Thanksgiving that never feels outdated, no matter how many modern twists you try.
When you’re choosing what to serve as Side Items For Dinner on a cool evening, this recipe is a great option. It’s easy to assemble ahead of time, bakes while the main is resting, and reheats beautifully. Plus, it’s a crowd‑pleaser among kids and adults, which makes it ideal for casual family dinners as well as fancier holiday meals. If you usually stress over finding Simple Thanksgiving Side Dishes, this one checks that box perfectly.
For anyone putting together a Thanksgiving menu for two, this dish can be scaled down without losing impact. Even a small square of Cheesy Scalloped Potatoes feels celebratory on a plate. It’s a Sides For Turkey Dinner that turns a quiet meal into something that feels like a proper celebration.
Ingredients for Cheesy Scalloped Potatoes
To make this creamy, comforting dish, you’ll need a few pantry staples and some good cheese. Keeping the ingredients simple helps the potatoes stay the star of the show. Here’s what you’ll need, written as a numbered list for easy prep:
- 1 1/2 pounds russet or Yukon Gold potatoes, peeled and thinly sliced (about 1/8 inch thick)
- 2 tablespoons butter (for the casserole)
- 1/2 medium yellow onion, thinly sliced
- 2 tablespoons unsalted butter (for the sauce)
- 2 tablespoons all‑purpose flour
- 1 teaspoon garlic powder
- 1/2 teaspoon onion powder
- 1/2 teaspoon smoked paprika (optional, for a subtle warmth)
- 1 teaspoon salt
- 1/2 teaspoon freshly ground black pepper
- 2 cups whole milk, warmed slightly
- 1 cup heavy cream (or substitute with more milk for a lighter version)
- 1 1/2 cups shredded sharp cheddar cheese, divided
- 1/2 cup grated Parmesan cheese (optional, for extra flavor)
- 1/4 teaspoon cayenne pepper (optional, for a gentle kick)
- 1 tablespoon fresh thyme or 1 teaspoon dried thyme (optional)
How to Make Cheesy Scalloped Potatoes
Start by preheating your oven to 375°F (190°C). Lightly grease a 9×9‑inch or similar baking dish with a little butter or nonstick spray. This will help the top layer of Cheesy Scalloped Potatoes brown nicely without sticking.
Slice the potatoes as evenly as you can. Use a mandoline if you have one, or just a sharp knife. Try to keep the slices about 1/8 inch thick so they cook through at the same time. As you slice, drop the potatoes into a bowl of cold water to prevent them from browning and to remove excess starch.
In a large bowl, toss the drained potato slices with the 2 tablespoons butter and a pinch of salt. Then add the sliced onion and gently mix so the onions are distributed between the potato layers. Spread half of the potato‑onion mixture into the prepared baking dish.

Now make the sauce. In a medium saucepan, melt the 2 tablespoons butter over medium heat. Stir in the flour and whisk constantly for about 1 minute so it turns slightly golden and loses the raw flour taste. Add the garlic powder, onion powder, smoked paprika (if using), salt, pepper, and thyme, and stir for another 30 seconds so the flavors bloom.
Slowly pour in the warm milk while whisking continuously. Add the heavy cream and keep whisking until the mixture thickens enough to coat the back of a spoon, about 5–7 minutes. Remove the saucepan from the heat. Stir in 1 cup of the cheddar cheese and the Parmesan until everything is smooth and melted. Taste and adjust the seasoning if needed, then whisk in a tiny pinch of cayenne if you like a hint of warmth.
Spread the remaining potatoes and onions over the dish, pressing them down gently. Pour the cheese sauce evenly over the top, making sure it reaches into the gaps between the slices. Sprinkle the remaining 1/2 cup cheddar cheese over the surface. Cover the dish tightly with aluminum foil or a lid.
Bake for about 45 minutes, then remove the foil and bake for another 20–25 minutes, or until the top is golden, the cheese is bubbly, and the potatoes are tender when pierced with a knife. If you want an extra‑crispy top, pop the dish under the broiler for 2–3 minutes, watching closely so it doesn’t burn.
Let the Cheesy Scalloped Potatoes rest for 10–15 minutes after baking. This helps the sauce set slightly so each spoonful holds together instead of running everywhere. It’s still just as creamy, but it’s easier to serve neatly to your guests.
When to Serve This Dish
Cheesy Scalloped Potatoes are wonderful served alongside roasted turkey, baked ham, or even grilled chicken. They’re a classic Side Dish For Thanksgiving that helps round out a heavy plate without overwhelming it. For a cozy weeknight, pair them with a simple green salad and a squeeze of lemon on the side.
Pro Tips for Perfect Cheesy Scalloped Potatoes
Here are a few tricks that consistently make this dish come out smooth, creamy, and deeply flavorful:
First, slice the potatoes evenly. Uneven slices lead to some chunks that are still firm while others are overcooked. Second, warm the milk slightly before you add it to the roux. Cold milk can make the sauce seize up or become lumpy. Third, layer the sauce well so the bottom potatoes don’t dry out. If you notice the top getting too dark while the middle is still not fully tender, you can tent the dish with foil again partway through baking.
Variations to Try
If you want to shake up this classic Potato Side Dish Thanksgiving staple, there are plenty of easy twists. For a richer, more indulgent version, swap the cheddar for a mix of Gruyère and sharp cheddar. That combo adds a slightly nutty, extra‑creamy layer without making the dish taste too heavy.
For a “loaded” feel, fold in a small handful of crumbled crispy bacon or diced ham before baking. It fits right into the spirit of Sides For Turkey Dinner that still feel special. You can also add a layer of sautéed mushrooms or thinly sliced leeks along with the onions for a more autumnal, earthy flavor.
Troubleshooting Tips
If your Cheesy Scalloped Potatoes turn out too dry, the likely culprit is uneven slicing or not enough sauce layered between the potatoes. Next time, slice a bit thinner and make sure the sauce reaches all the way down into the pan when you pour it over. If the top is browning too fast, cover with foil sooner and reduce the oven temperature slightly.
If the sauce separates or becomes grainy, it usually means the cheese was added to a sauce that was too hot or the heat wasn’t lowered enough. Let the sauce cool slightly before whisking in the cheese, and stir continuously in one direction until it melts smoothly. Always grate your own cheese when possible, as pre‑shredded cheeses often contain anti‑caking agents that can make the sauce grainy.
Ingredient Substitutions
This recipe is flexible if you’re short on a few ingredients. You can swap half‑and‑half for the heavy cream if you like, or use a lighter milk for a less rich version. For the cheese, a mix of mild cheddar and Monterey Jack works well if you want something a bit milder. You can also use a plant‑based cheese and non‑dairy milk for a vegetarian or dairy‑free twist, though the texture will be thinner and less creamy.
Garlic powder and onion powder can be replaced with a small minced garlic clove and a bit more onion if you prefer fresh aromatics. For a more rustic look, keep the potato skins on instead of peeling, which turns this into one of those Foods To Make With Potatoes that feel hearty and comforting.
Storage and Serving Suggestions
Leftover Cheesy Scalloped Potatoes keep well in an airtight container in the refrigerator for up to 3–4 days. Reheat portions in the microwave or in a covered baking dish in the oven at 325°F until warm in the center. You may need to add a splash of milk when reheating to restore the creaminess.
These potatoes are just as good the next day, especially as part of a sandwich or with a fried egg on top for a quick, cozy brunch. If you’re planning ahead for a holiday, you can assemble the dish (without baking) up to a day in advance, cover it, and refrigerate it. Let it sit at room temperature for 20–30 minutes before baking so it heats through evenly.
Frequently Asked Questions
Can I make Cheesy Scalloped Potatoes ahead of time? Yes, you can assemble the dish, cover it, and refrigerate it for up to 24 hours before baking. Let it warm slightly at room temperature, then follow the baking instructions as written.
Can I freeze this dish? It’s possible, but the texture of the potatoes may soften more when thawed and reheated. Freeze individual portions in airtight containers, then thaw overnight in the fridge and reheat covered in the oven.
What are the best potatoes to use? Russet or Yukon Gold potatoes both work well. Russets give a more tender, fluffy interior, while Yukon Golds are slightly creamier and hold their shape better.
Why did my sauce turn out lumpy? Lumps usually come from adding the milk too quickly or not whisking constantly. Start with a small amount of milk, whisk until smooth, then add the rest gradually.
Can I make this lighter? Yes; swap the heavy cream for all‑milk or a mix of milk and low‑fat evaporated milk, and use a reduced‑fat cheddar. The dish will be less rich but still creamy and comforting.
How do I know when Cheesy Scalloped Potatoes are done? The top should be golden and bubbly, and the potatoes should be knife‑tender when pierced. If the center is still firm, cover and bake a bit longer, checking every 10 minutes.
Can I add vegetables? Absolutely. Thinly sliced leeks, sautéed mushrooms, or even a handful of baby spinach can be layered in between the potatoes without changing the overall structure of the dish.

Cheesy Scalloped Potatoes
Equipment
- 9×9‑inch baking dish
- Medium Saucepan
- Whisk
- Mixing bowls
- Mandoline or sharp knife
- Aluminum foil
Ingredients
- 1.5 pounds russet or Yukon Gold potatoes, peeled and thinly sliced about 1/8 inch thick
- 2 tablespoons butter for the casserole dish
- 0.5 medium yellow onion, thinly sliced
- 2 tablespoons unsalted butter for the sauce
- 2 tablespoons all‑purpose flour
- 1 teaspoon garlic powder
- 0.5 teaspoon onion powder
- 0.5 teaspoon smoked paprika optional, for a subtle warmth
- 1 teaspoon salt
- 0.5 teaspoon freshly ground black pepper
- 2 cups whole milk warmed slightly
- 1 cup heavy cream or substitute with more milk for a lighter version
- 1.5 cups shredded sharp cheddar cheese, divided
- 0.5 cup grated Parmesan cheese optional, for extra flavor
- 0.25 teaspoon cayenne pepper optional, for a gentle kick
- 1 tablespoon fresh thyme or 1 teaspoon dried thyme, optional
Instructions
- Preheat oven to 375°F (190°C). Lightly grease a 9×9‑inch baking dish with a little butter or nonstick spray.
- Peel the potatoes and slice them about 1/8 inch thick, using a mandoline or sharp knife. Place the slices in a bowl of cold water to prevent browning and remove excess starch.
- Drain the potatoes and pat them dry. Toss them with 2 tablespoons butter and a pinch of salt. Add the sliced onion and mix gently.
- Spread half of the potato‑onion mixture into the prepared baking dish.
- In a medium saucepan, melt 2 tablespoons butter over medium heat. Stir in the flour and whisk for about 1 minute until slightly golden.
- Add the garlic powder, onion powder, smoked paprika (if using), salt, pepper, and thyme. Stir for 30 seconds so the flavors bloom.
- Gradually pour in the warm milk while whisking continuously. Add the heavy cream and keep whisking until the sauce thickens enough to coat the back of a spoon, about 5–7 minutes.
- Remove the saucepan from the heat. Stir in 1 cup of cheddar cheese and the Parmesan until smooth and melted. Add a pinch of cayenne if desired. Taste and adjust seasoning.
- Spread the remaining potatoes and onions over the dish, pressing them down gently. Pour the cheese sauce evenly over the top, making sure it reaches into the gaps.
- Sprinkle the remaining 0.5 cup cheddar cheese over the surface. Cover the dish tightly with aluminum foil.
- Bake for about 45 minutes, then remove the foil and bake 20–25 minutes more, until the top is golden brown, the cheese is bubbly, and the potatoes are tender when pierced with a knife.
- If you like a crispier top, broil for 2–3 minutes, watching closely so it doesn’t burn. Let the Cheesy Scalloped Potatoes rest 10–15 minutes before serving so the sauce sets slightly.
Notes
- For a richer version, use a mix of Gruyère and cheddar cheese instead of all cheddar.
- To make this lighter, use all‑milk or a mix of milk and low‑fat evaporated milk and reduce the amount of cheese slightly.
- This dish can be assembled up to 24 hours ahead, covered, and refrigerated before baking. Let it warm at room temperature for 20–30 minutes before baking for even cooking.
