Mac and Cheese

A classic baked macaroni and cheese featuring a rich, creamy three-cheese béchamel sauce, slightly undercooked pasta that finishes in the oven, and a golden, crunchy panko-Parmesan topping. Extra creamy, deeply cheesy, and crowd-pleasing every time.

Ingredients

• 1 lb elbow macaroni
• Kosher salt, to taste
• 1/2 cup (1 stick) unsalted butter, plus more for greasing the baking dish
• 1/2 cup all-purpose flour
• 5 cups whole milk
• 1 tsp mustard powder
• 1/2 tsp freshly ground black pepper, plus more to taste
• 12 oz sharp cheddar cheese, shredded (about 3 cups)
• 8 oz Gruyère cheese, shredded (about 2 cups)
• 3 oz Parmesan cheese, finely grated (about 1 1/2 cups), divided
• 1 cup panko breadcrumbs
• 3 tbsp extra-virgin olive oil

Instructions

1. 1. Preheat the oven to 375°F and grease a 13x9-inch baking dish with butter.
2. 2. Bring a large pot of generously salted water to a boil. Add the macaroni and cook, stirring occasionally, for about 2 minutes less than the package directions (until just shy of al dente, about 5 minutes). Drain well and set aside.
3. 3. In a large saucepan over medium heat, melt the butter. Sprinkle in the flour and cook, stirring constantly with a whisk, until the mixture turns slightly golden and smells toasty, about 2 to 3 minutes.
4. 4. Gradually pour in the milk while whisking continuously until fully combined and smooth. Add the mustard powder, a generous pinch of salt, and the black pepper. Increase heat to medium-high and bring to a simmer, stirring often, until the sauce thickens enough to coat the back of a spoon, about 2 to 3 minutes.
5. 5. Remove the saucepan from heat. Add the cheddar, Gruyère, and 1 cup of the Parmesan, whisking until fully melted and the sauce is smooth.
6. 6. Stir the drained macaroni into the cheese sauce until evenly coated. Transfer the mixture to the prepared baking dish and spread into an even layer.
7. 7. In a small bowl, stir together the panko breadcrumbs, olive oil, and remaining 1/2 cup Parmesan. Sprinkle the topping evenly over the macaroni. Season with a little more black pepper.
8. 8. Bake until the sauce is bubbling around the edges and the topping is golden brown, 25 to 30 minutes. Let cool for at least 10 minutes before serving.

Variations

• Stovetop version: Skip the baking step and serve immediately after combining the pasta with the cheese sauce for a creamier, saucier result.
• Use cavatappi, gemelli, or medium shells instead of elbow macaroni — their nooks and crannies hold sauce especially well.
• Swap Gruyère for extra-sharp white cheddar or a combination of Swiss and Fontina for a different flavor profile.
• Add a pinch of nutmeg and a dash of cayenne to the béchamel for extra depth and warmth.
• Mix in cooked crumbled bacon or pulled pork before baking for a heartier dish.
• Stir in frozen peas, sautéed greens, or diced jalapeños for added texture and flavor.
• Top with crumbled Ritz crackers or buttered fresh breadcrumbs instead of panko for a different topping texture.
• For a richer sauce, substitute 1 cup of the whole milk with heavy cream.
• Vegan version: Use plant-based butter, unsweetened non-dairy milk, and a sauce made from blended cashews, white beans, nutritional yeast, and miso paste in place of the dairy and cheese.
• Add garlic powder and onion powder to the breadcrumb topping or the béchamel for extra savory flavor.

Troubleshooting

• Why is my cheese sauce grainy or clumpy? The heat was likely too high when you added the cheese; always remove the pan from heat before whisking in the shredded cheese, and make sure the cheese is shredded fresh rather than pre-packaged, which contains anti-caking agents that can affect melting.
• Why did my sauce turn out too thin or soupy? The béchamel may not have cooked long enough to thicken properly; let it simmer and stir until it visibly coats the back of a spoon before adding the cheese, and make sure to measure your flour accurately.
• Why is my baked mac and cheese dry? The pasta may have been overcooked before baking, or there was not enough sauce; undercook the pasta by about 2 minutes and ensure the pasta is very well coated in sauce before transferring to the baking dish.
• Why is my topping soggy instead of crispy? The breadcrumbs may not have been tossed thoroughly with the olive oil, or the oven temperature was too low; make sure each breadcrumb is lightly coated with olive oil and bake at a full 375°F until golden.
• How do I reheat leftovers without drying them out? Add a splash of milk to the mac and cheese before reheating it in the oven covered with foil or gently on the stovetop over low heat, stirring frequently until warmed through.