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The Ultimate Creamy Baked Mac and Cheese Recipe with a Crispy Panko Topping

A close-up serving of creamy baked mac and cheese recipe with a golden, crunchy breadcrumb topping.

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Welcome! I’m Sarah, and I’m so happy you’re here. This recipe delivers the ultimate comfort food: creamy, cheesy baked macaroni and cheese with a satisfyingly golden, crispy topping. It is easy to make and perfect for family dinners, potlucks, or holiday side dishes.

Ingredients

Scale
  • 1 pound elbow macaroni
  • 6 tablespoons unsalted butter, divided
  • 1/2 cup all-purpose flour
  • 4 cups whole milk, warmed
  • 1 teaspoon dry mustard powder
  • 1/2 teaspoon paprika
  • 1/4 teaspoon black pepper
  • 1 teaspoon salt, plus more for pasta water
  • 1/4 teaspoon cayenne pepper (optional, for depth)
  • 4 cups shredded sharp cheddar cheese, divided
  • 1 cup shredded Gruyère or Monterey Jack cheese
  • 1 cup Panko breadcrumbs

Instructions

  1. Preheat your oven to 375°F (190°C). Lightly grease a 9×13 inch baking dish.
  2. Cook the elbow macaroni according to package directions until just al dente (about 1 minute less than recommended). Drain the pasta well and set it aside.
  3. While the pasta cooks, prepare the cheese sauce base. In a large saucepan or Dutch oven over medium heat, melt 4 tablespoons of the butter.
  4. Whisk in the flour and cook for 1 minute, stirring constantly, to create a roux.
  5. Gradually whisk in the warm milk until the mixture is smooth. Continue cooking, whisking often, until the sauce thickens enough to coat the back of a spoon (about 5-7 minutes). Do not let it boil rapidly.
  6. Remove the saucepan from the heat. Whisk in the dry mustard, paprika, black pepper, salt, and cayenne pepper, if using.
  7. Add 3 cups of the sharp cheddar cheese and all of the Gruyère/Jack cheese to the sauce. Stir until the cheese is completely melted and the sauce is smooth and rich. This is your creamy base.
  8. Add the drained, cooked macaroni to the cheese sauce and stir gently until every piece of pasta is coated.
  9. Pour the macaroni mixture into your prepared baking dish. Sprinkle the remaining 1 cup of sharp cheddar cheese evenly over the top.
  10. In a small bowl, melt the remaining 2 tablespoons of butter. Toss the Panko breadcrumbs with the melted butter until evenly coated. Sprinkle the buttered Panko evenly over the cheese layer.
  11. Bake for 20 to 25 minutes, or until the sauce is bubbly and the topping is golden brown and crisp.
  12. Let the baked mac and cheese rest for 5 to 10 minutes before serving.

Notes

  • For an extra rich flavor, use a blend of high-quality, freshly shredded cheeses. Pre-shredded cheese contains anti-caking agents that can make your sauce less smooth.
  • If you want a Southern baked mac and cheese style, you can add one egg, lightly beaten, to the cheese sauce before mixing in the pasta.
  • To make this dish ahead of time, assemble everything through step 6, cover, and refrigerate. Before baking, let it sit at room temperature for 30 minutes and add 5-10 minutes to the bake time.

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