Mac and Cheese

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Ultra-creamy with a blend of three cheeses and topped with golden, crispy panko, this homemade mac and cheese is second to none.

mac and cheese in baking dish with serving spoon

Great homemade mac and cheese starts with al dente noodles—the kind with lots of crevices, like elbow macaroni or cavatappi—and a rich sauce made from butter, flour, milk, and heaps of good-quality shredded cheese. The noodles are tossed with the cheesy sauce, spread in a baking dish, topped with crispy breadcrumbs, and baked until bubbling and golden. Since many homemade mac and cheese recipes tend to be a bit dry, I developed this version to be ultra-creamy. The crispy panko and herb topping, inspired by a “fancy” mac and cheese I enjoyed at a restaurant, truly makes the dish!

“I took it to a dinner party last night and it was an absolute hit with all of the adults and children. Gone in minutes and I doubled the recipe!”

K.L.

What You’ll Need To Make Homemade Mac and Cheese

ingredients to make mac and cheese
  • Macaroni, cavatappi, or penne pasta: Elbow macaroni is traditional, but any pasta with lots of nooks and crannies to hold the creamy cheese sauce will work beautifully.
  • Unsalted butter: Creates the base of the roux and adds richness to the sauce; also used to grease the pan.
  • All-purpose flour: Thickens the sauce to give it that perfect creamy texture.
  • Whole milk: The liquid base of the cheese sauce, adding creaminess and richness.
  • Gruyère, extra-sharp Cheddar, and Parmigiano-Reggiano: A combination of these three cheeses adds depth and dimension. Gruyère brings a nutty flavor, Cheddar adds sharpness, and Parmigiano-Reggiano contributes a salty, umami kick.
  • Nutmeg: Adds a subtle warmth and enhances the overall flavor of the cheese sauce.
  • Panko bread crumbs: Gives the topping a nice crunch and golden brown finish.
  • Herbes de Provence or dried thyme: Adds depth of flavor and an herbal note that complements the rich cheese sauce.
  • Jump to the printable recipe for precise measurements

Step-by-Step Instructions

Step 1: Boil the Noodles

Bring a large pot of salted water to a boil. Add the pasta and cook until al dente, or just slightly underdone. (It will continue to cook in the oven so you don’t want it fully cooked.) Drain well and rinse with cold water.

drained noodles in colander

Step 2: Make the Cheese Sauce

Meanwhile, melt 3 tablespoons of the butter in a medium (2-quart) pot over low heat and add the flour. Stir with a whisk until the flour is combined. This mixture is called a roux. Continue cooking, whisking constantly, for 2 minutes. The roux will look foamy.

whisking roux in Dutch oven

While whisking constantly, pour in the milk. Bring to a boil, then reduce the heat to low and cook for a few minutes more, until thickened and smooth. This French “mother sauce” is known as béchamel, or a sauce made from a white roux and milk.

bechamel sauce for mac and cheese

Off the heat, add the Gruyere, Cheddar, 1/4 cup Parmigiano-Reggiano, salt, pepper, and nutmeg.

mac and cheese sauce with cheese and spices added

Whisk until the cheese is completely melted; if necessary, place the pan back over low heat but do not boil. The finished cheese sauce is known as Mornay sauce, or a béchamel sauce to which shredded or grated cheese is added.

mornay sauce for mac and cheese

Step 3: Combine the Noodles with the Sauce

Add the cooked pasta to the sauce.

noodles combined with cheese sauce in Dutch oven

Stir to combine. It will seem way too soupy and creamy – that’s okay, that’s what you want! Pour into a buttered 2-quart baking dish and set aside.

noodles and sauce in baking dish

Step 4: Prepare the Crispy Topping

In a small sauté pan over medium heat, melt the remaining butter and add the panko. Cook, stirring often, until golden brown, and then stir in the herbes de Provence or thyme. This step of browning the panko may seem unnecessary—you’d think it would brown in the oven—but I find it needs a head start on the stove to get really golden and crispy.

golden brown panko topping in skillet

Sprinkle the toasted panko over the pasta and cheese sauce, followed by the remaining 2 tablespoons Parmigiano-Reggiano.

mac and cheese ready to bake

Step 5: Bake

Bake for 25 to 30 minutes, or until bubbly and golden brown.

baked mac and cheese

Serve warm out of the oven and enjoy.

mac and cheese in bowls

Video Tutorial

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Mac and Cheese

Ultra-creamy with a blend of three cheeses and topped with golden, crispy panko, this homemade mac and cheese is second to none.

Servings: 6 to 8
Prep Time: 30 Minutes
Cook Time: 30 Minutes
Total Time: 1 Hour

Ingredients

  • 1 pound (16 ounces) macaroni, cavatappi or penne pasta
  • 1 stick (½ cup) unsalted butter, divided, plus more for greasing the pan
  • ½ cup all-purpose flour
  • 5 cups whole milk
  • 12 ounces Gruyere, shredded (about 4 cups)
  • 8 ounces extra-sharp Cheddar, shredded (about 2 cups)
  • ⅔ cup grated Parmigiano-Reggiano
  • 1 teaspoon salt, plus more for the pasta water
  • ½ teaspoon ground black pepper
  • ¼ teaspoon ground nutmeg
  • 1 cup panko bread crumbs
  • 1 teaspoon herbes de Provence or dried thyme

Instructions

  1. Preheat the oven to 375°F and set an oven rack in the middle position. Grease a 9x13-inch baking dish with butter.
  2. Bring a large pot of salted water to a boil. Add the pasta and cook until al dente, or just slightly underdone. (It will continue to cook in the oven so you don't want it fully cooked.) Drain the pasta and rinse it with cold water.
  3. Meanwhile, melt 6 tablespoons of the butter in a medium pot over low heat. Add the flour and cook for 2 minutes, stirring with a whisk. While whisking, gradually add the milk. Bring to a boil, then reduce the heat to low and cook, uncovered, for a few minutes more, until thickened and smooth. Off the heat, whisk in the Gruyere, Cheddar, ½ cup Parmigiano-Reggiano, salt, pepper, and nutmeg. (If the cheese doesn't fully melt off the heat, it's okay to place the pan back over low heat, but do not let the sauce boil.) Add the cooked pasta and stir well. It will be very soupy; that's good. Pour into the prepared baking dish and set aside.
  4. In a small skillet over medium heat, melt the remaining 2 tablespoons butter. Add the panko and cook, stirring often, until golden brown. Stir in the herbes de Provence or thyme. Sprinkle the toasted panko mixture over the pasta and cheese sauce, followed by the remaining tablespoon Parmigiano-Reggiano. Bake for 30 to 35 minutes, or until bubbly and golden brown.
  5. Note: To reheat leftovers, cover with aluminum foil and warm in a 300°F oven. Do not microwave.
  6. Freezer-Friendly Instructions: This can be frozen unbaked for up to 3 months. When you’re ready to cook it, defrost in the refrigerator for 24 hours, then proceed with the baking instructions in the recipe.

Pair with

Nutrition Information

Powered by Edamam

  • Per serving (8 servings)
  • Calories: 807
  • Fat: 45 g
  • Saturated fat: 26 g
  • Carbohydrates: 62 g
  • Sugar: 10 g
  • Fiber: 2 g
  • Protein: 38 g
  • Sodium: 760 mg
  • Cholesterol: 130 mg

This website is written and produced for informational purposes only. I am not a certified nutritionist and the nutritional data on this site has not been evaluated or approved by a nutritionist or the Food and Drug Administration. Nutritional information is offered as a courtesy and should not be construed as a guarantee. The data is calculated through an online nutritional calculator, Edamam.com. Although I do my best to provide accurate nutritional information, these figures should be considered estimates only. Varying factors such as product types or brands purchased, natural fluctuations in fresh produce, and the way ingredients are processed change the effective nutritional information in any given recipe. Furthermore, different online calculators provide different results depending on their own nutrition fact sources and algorithms. To obtain the most accurate nutritional information in a given recipe, you should calculate the nutritional information with the actual ingredients used in your recipe, using your preferred nutrition calculator.

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Comments

  • Wondering if you have ever turned this into a lobster Mac n cheese? Not really my thing but my adult kids love that and they are coming for 4th of July week. Thought it would be a fun surprise. Any suggestions if I use this recipe as a base? Thanks- from a big fan!

    • — Stef on June 30, 2024
    • Reply
    • Hi Stef, I’ve never added lobster to this mac and cheese but it sounds delish! I’d just stir some lobster into the pasta and cheese mixture before pouring it into the baking dish. Hope your kids enjoy!

      • — Jenn on July 1, 2024
      • Reply
  • Hi Jenn,
    Is it necessary to run pasta under cold water or can you just add it hot? Also, what am I looking for when buying Gruyère? I always seem to choose a very salty one that tastes more like Swiss.
    Thanks,
    Chris

    • — Chris on June 30, 2024
    • Reply
    • Hi Chris, yes it’s important to run the pasta under cold water to keep it from cooking more as you’ll then be putting it in the oven and don’t want it to overcook. And I use Le Gruyere Switzerland. It’s inexpensive but tasty. Hope that helps!

      • — Jenn on July 1, 2024
      • Reply
  • Shouldn’t the milk be WARM before you pour it to the roux? My mum always used warm milk to make whit/cheese sauce.

    • — Leena, Sweden on June 30, 2024
    • Reply
    • Hi Leena, it won’t hurt, but you don’t need to warm the milk prior to incorporating. Enjoy!

      • — Jenn on July 1, 2024
      • Reply
  • Love your recipes! I made this mac and cheese (2 pans in fact). Made it exactly as directed but it was dry and tasted like it needed more seasoning. I double-checked ingredients and am convinced I didn’t deviate from recipe. What did I do wrong?

    • — Susan on April 28, 2024
    • Reply
    • Hi Susan, I’m sorry you found it dry! If you made no deviations from the recipe, is there a chance that your oven may run hot? You can find suggestions online for how to check it. And regarding the seasoning, it may just be that your palate is a bit different and you require a bit more seasoning. If you try it again, I’d suggest using just a touch more of each one.

      • — Jenn on April 29, 2024
      • Reply
  • Over the years I have tried many mac and cheese-liking none. This is a 5 star hit. Great make ahead and excellent reheat.
    Everyone loves it (and I also enjoy all your recipes)

    • — Kathy on March 29, 2024
    • Reply
  • Not rating this because I made it with cheddar and Monterey Jack, sauteed shallots & celery. That said, proportions on cheeses and sauce ingredients was spot on. Al dente macaroni with the sauce came out perfectly done; creamy & delicious! LOVED the panko topping. I’ll try the cheeses in this recipe next time.

    • — Ellen S on March 25, 2024
    • Reply
  • 😊Hi Jenn,
    I would like to double the portion size of your Mac and cheese recipe. Do I double all the ingredients?
    Thank you for sharing your gift of cooking.
    Doris

    • — Doris on February 18, 2024
    • Reply
    • Yes, you could double all the ingredients (and glad you like the recipes)! 😊

      • — Jenn on February 18, 2024
      • Reply
  • I usually make mac and cheese when I have blocks of cheese in the fridge to use up. This time I had smoked swiss, cheddar and gruyere. The magic of this recipe is that the pasta finishes cooking in the baking dish and absorbs all the flavors. So many mac and cheese recipes are dry and rubbery but this one is creamy. For those who think it’s bland the addition of granulated garlic, dry mustard and smoked paprika and a sprinkle of parmesan or romano adds flavor. Panko crumbs on top are crispy and add a nice texture to the dish.
    I always taste the sauce before I mix in the pasta taking into account that the pasta itself is bland and needs a nice counterpoint of flavor. This mac and cheese checks all the boxes.

    • — Marilyn S on January 16, 2024
    • Reply
    • Marilyn…how much garlic, dry mustard, and smoked paprika did you add?

      • — Diane on July 1, 2024
      • Reply
  • This is the best macaroni and cheese recipe! Made it for Christmas dinner and everyone said it was their favorite thing on the menu!

    • — Jenni on December 28, 2023
    • Reply
  • I want to make this ahead of time. Do I freeze it before or after baking?

    • — Diane Buckley on November 29, 2023
    • Reply
    • I’d freeze it before baking. Enjoy!

      • — Jenn on November 30, 2023
      • Reply

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