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This baked mac and cheese recipe has a creamy three-cheese sauce and a crisp, golden topping.

This baked mac and cheese is everything the classic should be: ultra-creamy and cheesy on the inside, with a crisp, golden panko topping. The trick to getting it just right is using plenty of cheese sauce, made with extra-sharp cheddar, Gruyère, and Parmigiano-Reggiano, and slightly undercooking the pasta so it finishes cooking and absorbs some of the sauce in the oven.
But what really sets this mac and cheese recipe apart is the crispy panko and herb topping, inspired by a “fancy” mac and cheese I once enjoyed at a restaurant. And rather than relying on the oven to brown the breadcrumbs, I toast them in butter first, which guarantees a crunchy, golden crust.
This dish just as at home on a holiday table as it is for a cozy family dinner. And for easy entertaining, it can be assembled ahead of time and baked just before serving.
“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!”
What You’ll Need To Make Homemade Mac and Cheese

- Macaroni, cavatappi, or penne pasta: Elbow macaroni is traditional, but any short pasta with plenty of nooks and crannies to catch the creamy cheese sauce works well. Cavatappi is another favorite because its ridges and twists hold onto the sauce beautifully.
- Unsalted butter: Forms the base of the roux and is also used to toast the panko topping. Using unsalted butter gives you better control over the seasoning.
- All-purpose flour: Combines with the butter to make a roux, which thickens the milk into a smooth béchamel and gives the cheese sauce its creamy consistency.
- Whole milk: I prefer whole milk here for the richest, creamiest sauce. Low-fat milk will work, but the finished sauce won’t be quite as rich.
- Gruyère, extra-sharp Cheddar, and Parmigiano-Reggiano: Using three cheeses instead of one gives the sauce more depth of flavor. Gruyère is nutty and melts beautifully, extra-sharp Cheddar adds that classic mac-and-cheese flavor, and Parmigiano-Reggiano brings a salty, savory note. For the smoothest sauce, grate the cheeses yourself rather than using pre-shredded cheese.
- Nutmeg: Just a pinch is traditional in béchamel-based sauces; you won’t really taste it, but it adds warmth and brings out the flavor of the cheese.
- Panko breadcrumbs: Their light, flaky texture makes a much crispier topping than ordinary breadcrumbs. Toasting them in butter before baking guarantees a golden, crunchy crust.
- Herbes de Provence or dried thyme: The herbs give the buttery panko topping a savory, aromatic note.
- Jump to the printable recipe for precise measurements
How To Make Baked Mac and Cheese
Boil the noodles: Cook the pasta until it is just shy of al dente. It should still have a little firmness in the center, since it will continue to cook in the oven and absorb some of the cheese sauce as it bakes. Drain well and set aside.

Make the cheese sauce: Start by cooking the butter and flour together to form a smooth roux. Gradually whisk in the milk, and cook until it thickens into a creamy sauce. Whisk in the Gruyère, Cheddar, and Parmigiano-Reggiano along with the seasonings. Once the cheeses have melted, the sauce should be silky, smooth, and thick enough to coat a spoon. This cheese-enriched béchamel is known as a Mornay sauce.




Assemble: Stir the cooked pasta into the cheese sauce until every piece is well coated. The mixture will look very loose and saucy at this point—almost excessively so—but that is exactly what you want. The pasta will absorb some of the sauce as it bakes, which is what keeps the finished mac and cheese creamy rather than dry. Transfer the mixture to the baking dish and spread it into an even layer.


Prepare the crispy topping: Toast the panko in butter until it begins to turn golden, then stir in the herbs. Giving the breadcrumbs a head start on the stovetop ensures they become deeply golden and crisp in the oven without having to overbake the mac and cheese. Scatter the toasted panko and more Parmesan cheese evenly over the pasta.


Bake: Bake the mac and cheese until the sauce is bubbling around the edges and the topping is crisp and golden. Let it rest briefly before serving so the sauce can settle slightly while remaining creamy. Enjoy!

Make-Ahead & Freezing Instructions
The mac and cheese can be assembled up to 1 day ahead of time and refrigerated. Bake directly from the fridge, allowing a few extra minutes in the oven.
The mac and cheese can be frozen, unbaked, for up to 3 months. To bake, thaw it in the refrigerator for 24 hours, then follow the baking instructions in the recipe.
How To Reheat Mac & Cheese
To reheat leftovers, cover with aluminum foil and warm in a 300°F (150°C) oven. For best results, do not microwave.
Video Tutorial
Baked Mac and Cheese

Ingredients
- 16 oz macaroni, cavatappi or penne pasta
- ½ cup (1 stick) unsalted butter, divided, plus more for greasing the pan
- ½ cup all-purpose flour
- 5 cups whole milk
- 12 oz Gruyere, shredded (about 4 cups)
- 8 oz extra-sharp Cheddar, shredded (about 2 cups)
- ⅔ cup grated Parmigiano-Reggiano
- 1 teaspoon salt, plus more for the pasta water
- ½ teaspoon freshly ground black pepper
- ¼ teaspoon ground nutmeg
- 1 cup panko breadcrumbs
- 1 teaspoon herbes de Provence or dried thyme
Instructions
- Preheat the oven to 375°F (190°C) and set an oven rack in the middle position. Grease a 9 x 13-in (23 x 33-cm) baking dish with butter.
- 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.
- Meanwhile, melt 6 tablespoons (84 g) 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 (50 g) of the 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.
- 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 Parmigiano-Reggiano (about 2½ tablespoons). Bake for 30 to 35 minutes, or until bubbly and golden brown.
Nutrition Information
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.
What To Serve with Mac and Cheese
Baked mac and cheese can be served as a main dish with a simple green salad or roasted vegetables, or as a side with comfort-food favorites like meatloaf, barbecue chicken, pulled pork, or ribs. It’s also a natural fit for holiday meals alongside ham or turkey.




Thanks very much ever for the amazing recipes. This Mac and cheese is another winner! Random question..would you mind telling where is the blue ceramic 9×13 inch pan from? I recently broke mine and in search for a nice one like yours in the photo.
So glad you like the recipes! That dish is by Emile Henry.
This is ridiculously delicious. My husband and I like roasting broccoli and cauliflower on the side and then mixing them in when everything is done. That way you get some veggies too!
I made this recipe with gluten free pasta – one 12 oz box of GF elbow pasta – and used GF breadcrumbs for the topping – it was PERFECT !
Thank you Jenn – you are the best – we have been well nourished and happy people following your recipes 🙂
💗
Did you use GF flour as well? I’ve only made this the way the recipe calls, but I want to make it for my friend that is GF. Thanks!
My family absolutely loves this homemade mac and cheese. The three cheese blend and ratio of sauce to macaroni makes it rich and creamy. I use Montebello Conchiglie macaroni (I purchase it at MOM’s Organic Market) , its snail like shape with ridges holds onto the sauce beautifully. I make my bread crumb topping from left over sourdough bread that I pulse in a small food processor instead of panko. I also use paprika instead of thyme for the bread crumb topping. Thank you for the time that you put into testing your recipes, I’ve been very pleased with the results of each recipe that I’ve made!
Delicious! My boys devoured it.
You’re my go to girl for recipes. Everything you create is the best be it main, salad, dessert etc. I have tried almost all from the web (and your cookbook). Everything receives rave reviews from my wife and friends alike. That being said, I followed this recipe to the T, even weighing all ingredients. It was extremely runny and did not have that rich cheese flavour even though I used the cheeses listed. I will be looking for a better mac & cheese.
Our family absolutely LOVES your recipes!! Quick question – if I’m making this for the superbowl, but want to prep it the night before or that morning, should I hold off on putting the toppings on until right before putting it in the oven (or should I refrigerate with the toppings on)? Thanks!
So glad you like the recipes! I’d add the breadcrumbs right before you put the dish in the oven. Enjoy!
I’ve made macaroni and cheese more times in my life than I can remember and this recipe is the all time winner! The creaminess level is perfect. Depending on circumstances I’ve tripled the recipe, used half and half instead of milk for a holiday dinner, used equal amounts of cheddar and gruyere, used more cheddar than gruyere, eliminated the nutmeg, and it’s been delicious every time. Definitely a keeper!
The addition of the browned bread crumbs took this dish to a whole new level!
DO NOT SKIP!
Thank you Jenn for this recipe! This is reminiscent of a restaurant dish: sophisticated but hearty. The gruyere and thyme in the panko lends a subtlety and depth normally not found in mac n’ cheese. I did not have enough parmigiano reggiano (only about 1/2 to 3/4 of what you recommended) but it still turned out great with no need to add more salt or other flavours. I used a 9 x 13 baking dish because I did not have a smaller one, but it turned out great (baked for 25 minutes) even though it resulted in a relatively thin layer of macaroni – and bonus, more panko topping spread out.
Family love spicy food so used coconut milk and bit of curry paste to jazz it up a notch! Then changed out the panko for fresh bread, toasted. Awesome recipe Jenn!