Save One rainy Sunday afternoon, my neighbor brought over a bubbling casserole dish wrapped in a tea towel, and the smell hit me before she even reached the porch. Sharp cheddar, butter, something golden and crunchy on top. She handed it over with a grin and said, Try not to eat it all in one sitting. I didn't listen. That dish taught me what real baked macaroni and cheese should taste like, creamy inside with a crust that shatters under your spoon, and I've been chasing that texture ever since.
I made this for my cousin's birthday dinner last spring, doubling the recipe and baking it in my biggest roasting pan. Halfway through, the top started browning faster than I expected, so I tented it with foil and let the inside finish cooking without burning the crust. When I pulled back that foil at the table, steam rolled out and everyone went quiet. We ate straight from the pan with serving spoons, passing around hot sauce and extra pepper, and there wasn't a scrap left by the time we cleared the table.
Ingredients
- Elbow macaroni: The classic shape for a reason, those curves catch the sauce and give you a good bite every time.
- Unsalted butter: I always use unsalted so I can control the salt level, especially since the cheeses bring their own.
- All purpose flour: This builds the roux that thickens everything, just whisk it long enough to lose that raw flour taste.
- Whole milk, warmed: Warming it first keeps the roux from seizing up and helps the sauce come together faster without lumps.
- Dijon mustard: Just a teaspoon adds a quiet tang that makes people wonder what your secret is.
- Garlic powder and onion powder: These give a savory backbone without chunks, keeping the sauce smooth and even.
- Salt and black pepper: Season in layers, taste as you go, and remember the cheeses will add more salt.
- Sharp cheddar cheese: The sharper the better, it melts beautifully and gives the sauce that deep, tangy flavor.
- Gruyere cheese: Adds a nutty, slightly sweet note that makes this taste more grown up than the boxed stuff.
- Panko breadcrumbs: Lighter and crispier than regular breadcrumbs, they turn into a golden shatter on top.
- Parmesan cheese: Optional but worth it, it helps the topping brown and adds a salty, umami punch.
Instructions
- Prep your oven and dish:
- Get the oven going at 180 degrees Celsius and grease your baking dish well so nothing sticks when you're scooping out servings later.
- Cook the pasta:
- Boil the macaroni in heavily salted water until it still has a little bite, then drain it fast. It'll finish cooking in the oven, so underdone is better than mushy.
- Make the roux:
- Melt the butter over medium heat and whisk in the flour, stirring constantly until it smells toasty and turns pale gold. This takes a couple of minutes and it's worth the patience.
- Build the sauce:
- Pour in the warm milk slowly, whisking the whole time to avoid lumps, and keep stirring until the sauce thickens enough to coat the back of your spoon. It should feel like heavy cream.
- Season and melt the cheese:
- Off the heat, stir in the mustard, garlic powder, onion powder, salt, and pepper, then add the grated cheeses and stir until they disappear into a glossy, golden sauce.
- Combine pasta and sauce:
- Fold the drained macaroni into the cheese sauce, making sure every piece is coated. It should look almost too saucy, but it'll thicken up in the oven.
- Transfer to the baking dish:
- Pour everything into your greased dish and spread it out evenly so it bakes at the same rate.
- Top with panko:
- Toss the breadcrumbs with melted butter and Parmesan, then scatter them over the top in an even layer. This is what becomes that golden, crunchy crust.
- Bake and rest:
- Slide it into the oven for 25 to 30 minutes until the top is golden and the edges are bubbling. Let it sit for five minutes before serving so the sauce settles and you don't burn your tongue.
Save The first time I brought this to a potluck, I watched a friend scrape the corners of the dish with the edge of her spoon, hunting for the bits where the cheese had caramelized against the sides. She looked up and said, This is the one I'd ask for if I were sick. I think about that every time I make it now, how food like this doesn't need to be fancy to mean something.
How to Store and Reheat
Let it cool completely, then cover the dish tightly with foil or transfer portions to airtight containers. It keeps in the fridge for up to four days. To reheat, cover with foil and warm in a 160 degree oven until heated through, or microwave individual servings with a splash of milk to loosen the sauce. The crust won't be as crispy after reheating, but the flavor deepens overnight and sometimes I think it tastes even better the next day.
Ways to Make It Your Own
I've stirred in crumbled bacon, sautéed mushrooms, caramelized onions, and wilted spinach depending on what's in the fridge. A pinch of cayenne or smoked paprika in the sauce adds warmth without obvious heat. Some people swap half the cheddar for fontina or mozzarella for a stretchier, milder version. You can also bake it in individual ramekins for single servings with extra crust, which kids love and adults pretend not to fight over.
What to Serve Alongside
This is rich enough to be the main event, but I usually pair it with something crisp and bright to balance the creaminess. A simple arugula salad with lemon vinaigrette, roasted broccoli with garlic, or even sliced tomatoes with flaky salt all work. If you're serving it at a barbecue, it sits well next to grilled chicken or pulled pork, soaking up smoky flavors without losing its own identity.
- A glass of Chardonnay or a cold lager cuts through the richness beautifully.
- Leftover mac and cheese makes an excellent breakfast reheated in a skillet until the edges crisp up.
- Don't skip the resting time after baking, it's the difference between a clean scoop and a molten mess.
Save This is the kind of dish that makes people lean back in their chairs and sigh, the kind that gets requested by name at family dinners and shows up in group chats with the question, Can you bring that mac and cheese? I hope it becomes that for you too.
Recipe FAQs
- → What type of pasta works best for this dish?
Elbow macaroni holds the cheese sauce well and provides a classic texture, but similarly shaped pasta like cavatappi can also be used.
- → How is the cheese sauce thickened?
The sauce uses a roux made by whisking butter and flour together, then gradually incorporating warm milk until thick and creamy.
- → Can I substitute the cheeses used?
Gruyère can be swapped for additional sharp cheddar or other melting cheeses to suit taste preferences.
- → What does the topping add to the dish?
Mixing panko breadcrumbs with melted butter and optional Parmesan creates a golden, crunchy layer that contrasts the creamy interior.
- → Any tips for added flavor variations?
Add paprika or cayenne to the sauce for a subtle kick, or mix in cooked bacon, mushrooms, or spinach for extra depth.