Pin It I was standing in my kitchen on a rainy Wednesday night, staring into the fridge with zero inspiration, when I remembered the box of elbow macaroni tucked in the pantry. My grandmother used to make mac and cheese from scratch every Sunday, and I'd always watched her stir that glossy sauce with a wooden spoon, convinced it was magic. That night, I decided to stop relying on the blue box and figure it out myself. The smell of butter and cheese filling the kitchen brought me right back to her table, and I've been making it this way ever since.
The first time I brought this to a potluck, I almost didn't bake it with the breadcrumb topping because I was running late. I'm so glad I took those extra five minutes, because three people asked for the recipe before we even sat down to eat. One friend told me it reminded her of her childhood in Vermont, where her mom made something similar every winter. Watching everyone go back for seconds made me realize this dish doesn't just feed people, it connects them to something warm and familiar.
Ingredients
- Elbow macaroni: I always cook it a minute or two under al dente because it finishes in the oven, and mushy pasta ruins the whole texture.
- Unsalted butter: It lets you control the salt level in both the roux and the topping, which matters more than you'd think.
- All-purpose flour: This is what thickens the sauce, and whisking it with the butter for a full two minutes keeps it from tasting raw or chalky.
- Whole milk, warmed: Cold milk can seize the roux and create lumps, so I heat mine gently in the microwave before adding it.
- Dijon mustard: Just a teaspoon sharpens the cheese flavor without making the dish taste mustardy.
- Garlic powder and onion powder: These add a savory backbone that makes the sauce taste more complex without any chopping.
- Salt and black pepper: Season the sauce well before the cheese goes in, because once it melts, it's harder to adjust.
- Sharp cheddar cheese: I use sharp because mild cheddar can taste flat after baking, and I always grate my own for better melting.
- Gruyère cheese: This adds a nutty richness that makes people ask what's different, but more cheddar works if you don't have it.
- Panko breadcrumbs: They stay crunchier than regular breadcrumbs, and tossing them with melted butter ensures they brown evenly.
- Parmesan cheese: Mixing this into the topping adds a salty, umami punch that makes the crust irresistible.
Instructions
- Prep your oven and dish:
- Set your oven to 180°C (350°F) and grease your baking dish generously. I like using butter because it adds flavor, but nonstick spray works just fine.
- Boil the pasta:
- Salt your water well, then cook the macaroni until it still has a slight bite. Drain it and set it aside, no rinsing needed.
- Make the roux:
- Melt the butter over medium heat, then whisk in the flour and keep stirring for a full two minutes. It should smell toasty and turn just barely golden.
- Build the sauce:
- Pour in the warmed milk slowly, whisking the whole time so no lumps sneak in. Keep stirring until the sauce thickens enough to coat the back of your spoon, which takes about five to seven minutes.
- Season and melt the cheese:
- Take the pan off the heat, stir in your mustard and spices, then add the grated cheeses. Stir until everything melts into a smooth, glossy sauce.
- Combine pasta and sauce:
- Fold the drained macaroni into the cheese sauce, making sure every piece is coated. This is where it starts to look like the real deal.
- Transfer to the baking dish:
- Pour the whole mixture into your prepared dish and spread it out evenly.
- Top with panko:
- Mix the breadcrumbs with melted butter and Parmesan, then sprinkle it over the top in an even layer. Don't skip this step, it's the best part.
- Bake until golden:
- Slide the dish into the oven and bake for 25 to 30 minutes, until the top is golden and the edges are bubbling. Let it rest for five minutes before serving so the sauce can settle.
Pin It One Sunday afternoon, my niece came over and asked if we could make something together. She was seven and obsessed with anything cheesy, so I pulled out this recipe and let her stir the sauce while I grated the cheese. She was so proud when it came out of the oven, golden and bubbling, and she told everyone at dinner that she made it herself. I didn't correct her, because in a way, she did, and watching her face light up reminded me why I love cooking with people I care about.
How to Store and Reheat Leftovers
I always have leftovers, and honestly, that's part of the appeal. Let the mac and cheese cool completely, then transfer it to an airtight container and keep it in the fridge for up to four days. When I reheat it, I add a splash of milk and warm it gently in the oven at 160°C (325°F) covered with foil, so the top doesn't burn before the inside heats through. The microwave works in a pinch, but the texture is never quite as good.
Ways to Make It Your Own
This recipe is forgiving, and I've added all sorts of things depending on what's in the fridge. Cooked bacon or pancetta gives it a smoky, salty edge that's hard to beat. Sautéed mushrooms or wilted spinach make it feel a little more grown-up, and a pinch of cayenne or smoked paprika in the sauce adds warmth without obvious heat. I've even swapped in fontina or white cheddar when I'm feeling fancy, and it always turns out delicious.
Serving Suggestions and Pairings
I usually serve this with a simple green salad dressed in lemon vinaigrette, because the brightness cuts through the richness perfectly. A glass of Chardonnay is my go-to pairing, especially one with a bit of oak that echoes the buttery topping. If you're feeding kids, steamed broccoli on the side makes parents feel better about the cheese overload, and honestly, the kids usually eat it too.
- Add a sprinkle of fresh thyme or chives on top right before serving for a pop of color and flavor.
- Double the topping if you want extra crunch, because that's what disappears first.
- Let the dish rest for a few minutes after baking so the sauce thickens up and doesn't run all over the plate.
Pin It This mac and cheese has become my comfort food default, the thing I make when I need to feel grounded or want to make someone else feel cared for. I hope it becomes that for you too.
Recipe FAQs
- → What type of pasta works best for this dish?
Elbow macaroni is ideal as it holds the sauce well and bakes evenly, but other short pasta shapes like shells or cavatappi can also be used.
- → How can I prevent the cheese sauce from becoming grainy?
Make sure to whisk the flour into melted butter to form a roux before slowly adding warm milk. Stir frequently and melt cheeses gently off the heat to keep the sauce smooth.
- → Can I add extra flavor to the cheese sauce?
Yes, adding Dijon mustard and spices like garlic and onion powder infuse rich flavors. Optional additions include cayenne or smoked paprika for a subtle kick.
- → What is the purpose of the breadcrumb topping?
The panko and Parmesan topping adds a crunchy, golden crust that contrasts nicely with the creamy pasta beneath.
- → How do I ensure the pasta cooks perfectly before baking?
Boil the macaroni until just al dente, about 1-2 minutes less than package instructions, so it finishes cooking in the oven without becoming mushy.