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

mac and cheese in baking dish with serving spoon

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!”

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 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.

drained noodles in colander

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!

baked mac and cheese

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

Print

Baked Mac and Cheese

mac and cheese in baking dish with serving spoon
This easy mac and cheese recipe is perfect for family dinners, holidays, and potlucks, and can be assembled ahead of time.
Servings: 6 to 8
Prep Time: 30 minutes
Cook Time: 30 minutes
Total Time: 1 hour

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

Per serving (8 servings) Calories: 807kcalCarbohydrates: 62gProtein: 38gFat: 45gSaturated Fat: 26gCholesterol: 130mgSodium: 760mgFiber: 2gSugar: 10g

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.

More Cheesy Pasta Recipes

4.86 from 185 votes

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484 Comments

  • 5 stars
    Best Mac and cheese EVER! I doubled the recipe and made it for Christmas and it was a hit! It was gone really fast and everyone asked for the recipe. One thing I don’t like about other Mac and cheese recipes is, after you bake it, it gets drier and not creamy. Well with this recipe, the Mac and cheese is so creamy and cheesy! So delicious!

    The only thing I didn’t do was add any herbs de Provence or thyme and it tasted amazing still. Thank you for this delicious recipe!

  • 5 stars
    Best mac n cheese I have ever made! My 3 year old even asked for seconds which never happens! Thanks so much for sharing!

  • 5 stars
    By far the best Mac and Cheese Recipe I’ve tried. We don’t use bread crumbs on top, but will sprinkle a little bit of thyme and more Parmigiano-Reggiano on top and pop in the oven and it’s perfect. Every recipe I try from Once Upon A Chef has been absolutely amazing.

  • 5 stars
    Jenn,
    This turned out great! Will definitely make again. Love all your recipes I’ve tried so far! Looking forward to trying more. Thanks for sharing!

  • 5 stars
    Very good recipe.

    Doubled the recipe and it took about 30 minutes longer to cook through.
    I like my roux a bit darker, so I cooked it a little longer. It gave the cream sauce a more golden color.
    I used a 1 1/2 cups panko, and 4 tbsp more butter. The thyme was a very nice touch in the topping. The cheese quantities were a very good combination. I was concerned the Gruyere might be a bit too strong for the younger folks, but no one noticed at all.

    I will definitively make this again.

  • 5 stars
    I’ve made this half a dozen times already and love it! Usually I double the recipe for events. It works best for me if I add more flour to the roux and cook it to blonde. Great recipe.

  • 5 stars
    This was so delicious. I loved that it used Gruyere for a bit of a different flavor. It was so incredibly rich and creamy. It was very cheesy and the panko provided a great crunch on top. Will definitely make again.

  • 5 stars
    Jenn,
    Thank you for a shout out to our tiny Maple Ave Restaurant!
    Today a couple came by for lunch, telling us they found us through your blog – a nice surprise.
    By the way, your recipe is very close to how we actually do our mac!
    Thanks,
    Chef Juste

    • So nice to hear from you Juste! (❤️ your restaurant)

  • This recipe is definitely Make-Again. Great taste, and has a nice presentation, with the toasted bread crumbs.

    It was a trifle pot/pan/utensil intensive, but that’s probably just the way I cook. Well, OK, not probably.

    Regarding sauce lumpiness, the recipes for bechamel/mornay sauce (and that’s basically what we’re making here) all say to heat the milk first. And Jenn’s reply to one of the recent comments was spot on: don’t dump all of the milk in at once. Tame the roux with maybe 1/2 cup of the milk and whisk it smooth, then add the rest slowly.

    Thanks for the recipe, Jenn.

    Joe

  • 5 stars
    This is by far the best Mac and cheese recipe. So delicious!!!