Baked Mac and Cheese with Crispy Topping

A blue rectangular baking dish filled with creamy macaroni and cheese topped with a thick layer of golden-brown fried breadcrumbs. A silver spoon lifts a large scoop from the dish, creating long, gooey strands of melted cheese. Large white text at the top reads "THE ULTIMATE MAC & CHEESE," with "With Fried Breadcrumb Topping!" written in white script below it.

If you’re looking for the ultimate comfort food, you’ve seriously got to make a big old batch of baked mac and cheese recipe! It’s creamy, delicious, amazing, and crispy.

This baked mac and cheese comes together really quickly, so you might as well set that oven to 375°F right now because it’ll be baking before you know it.

Why You’ll Love This

  • The “Fried” Topping: We don’t just sprinkle raw panko on top and hope for the best. We fry the breadcrumbs in butter first. It is an extra step that is definitely worth it for that extra crunch.
  • The Cheese Blend: Use a mix of sharp cheddar and Gruyère for that perfect balance of tang and meltability.
  • The Sauce Method: We scald the milk before adding it to the roux. Trust me, using cold milk does not make the best sauce. Heating it up makes the magic happen smoother and faster.

things we need

Special Equipment/Instruments:

  • Large pot (for boiling water)
  • Large saucepan or Dutch oven (for the sauce)
  • Whisk
  • Box grater (freshly grated cheese is a must!)
  • 9×13 inch baking dish (approx. 3-quart)
  • Small skillet (for frying panko)

Ingredients:

The Pasta

  • 1 lb (454g) Elbow macaroni (or shells)
  • Kosher salt (for pasta water)

The Cheese Sauce

  • ½ cup (113g) Unsalted butter
  • ⅓ cup (42g) All-purpose flour
  • 3 cups (720ml) Whole milk
  • 1 cup (240ml) Heavy cream
  • ¾ tsp Freshly ground black pepper
  • ¾ tsp Kosher salt
  • ¼ tsp Paprika (smoked or sweet)
  • ½ tsp Freshly grated nutmeg
  • 2 cups (approx. 225g) Sharp Cheddar cheese, shredded (plus extra for topping)
  • 2 cups (approx. 225g) Gruyère cheese, shredded

The Fried Topping

  • 1 cup Panko breadcrumbs (Note: Recipe scaled up as recommended in script)
  • 2-3 tbsp Unsalted butter
  • ¼ cup Parmesan cheese, shredded
  • ½ to 1 cup Shredded Cheddar (reserved from above or extra) for sprinkling underneath the crumbs

Getting Started: The Prep

First off, let’s grate the cheese. I’m using sharp cheddar and Gruyère today. However, if you want to use your favorite cheese, go ahead! This recipe shines with a creamy Gouda, and Red Cheddar makes an excellent substitute if you happen to find it.

Now, you can’t make pasta without water, so fill a large pot up! Put that water over heat and add a spoonful of salt. I’m making classic elbows, but shells are a really nice choice as well because they hold the sauce so well.

Pro Tip: Cook the pasta until al dente, leaving a bit of toothiness. Don’t fully cook it until it’s super soft, because it needs to absorb juices from the sauce while it bakes in the oven.

Making Sauce

Start with a roux—melting butter and cooking out the raw flour taste. you could totally brown the butter in the pan first to add an extra layer of nutty depth.

Once the roux is a gorgeous golden color, we whisk in hot milk and spices—including nutmeg, which is the secret weapon of any good white sauce. Finally, we fold in the cheese and a cup of heavy cream.

Gently toss that pasta in your ooey-gooey cheesy sauce. 

The Crumb Topping

I have panko breadcrumbs. If you’re in a real hurry, you can just sprinkle them on top. But have you ever had fried breadcrumbs?

We fry them up in butter until they are perfectly golden, mix in some Parmesan for a salty kick, and then top the dish. It makes the texture absolutely “the business.”

The Finish

Pop your masterpiece in the oven until it’s bubbly, golden, and just plain delicious. Serve it warm and watch it disappear!

Happy baking!

Checkout more recipes

If you like this recipe Explore more recipes

Ultimate Baked Mac and Cheese with Fried Panko

Recipe by Sana ReiCourse: Main Course / Side DishCuisine: AmericanDifficulty: Easy
Servings

8

servings
Prep time

20

minutes
Cooking time

35

minutes
Calories

650

kcal
Total time

55

minutes

The ultimate comfort food featuring a rich, creamy Gruyère and Cheddar sauce, finished with a buttery, toasted Parmesan-panko topping.

Ingredients

  • Equipment Needed:
  • Large Pot

  • Large Saucepan/Dutch Oven

  • Whisk

  • 9×13 Baking Dish

  • Skillet

  • Ingredients:
  • 1 lb (454g) Elbow macaroni

  • ½ cup (113g) Unsalted butter

  • ⅓ cup (42g) All-purpose flour

  • 3 cups (720ml) Whole milk

  • 1 cup (240ml) Heavy cream

  • ¾ tsp Kosher salt

  • ¾ tsp Freshly ground black pepper

  • ¼ tsp Paprika

  • ½ tsp Nutmeg, freshly grated

  • 2 cups (225g) Sharp Cheddar cheese, shredded (divided)

  • 2 cups (225g) Gruyère cheese, shredded

  • 1 cup Panko breadcrumbs

  • 2 tbsp Unsalted butter (for topping)

  • ¼ cup Parmesan cheese, grated

Directions

  • Preheat & Prep: Preheat your oven to 375°F (190°C). Grease a 9×13 baking dish. Grate your Cheddar and Gruyère cheeses.
  • Boil Pasta: Bring a large pot of water to a boil and add a “big old spoonful” of salt. Add the pasta and cook until al dente (still has a bit of a toothiness/bite). Do not overcook. Drain and set aside.
  • Scald Milk: Pour the 3 cups of whole milk into a saucepan over medium heat. Heat until it almost reaches a boil (scalded), then remove from heat. (Using cold milk does not make the best sauce!)
  • Make the Roux: In a large pot or Dutch oven, melt the ½ cup of butter over medium heat. Sprinkle in the flour. Reduce heat to medium-low and cook, whisking constantly, for 2-3 minutes until the raw flour smell is gone and it smells nutty.
  • Create the White Sauce: Slowly drizzle the hot milk into the roux while whisking gently to prevent lumps. Cook for 2-3 minutes until thickened. Remove from heat.
  • Season: Whisk in the salt, pepper, paprika, and grated nutmeg.
  • Add Cheese & Cream: Stir in the Gruyère and about 1 ½ cups of the Cheddar (save the rest for topping). Stir until melted. Finally, mix in the 1 cup of heavy cream.
  • Combine: Add the cooked pasta to the sauce and toss until evenly coated (“ooey gooey”). Pour mixture into the prepared baking dish.
  • Make the Topping: In a small skillet, melt 2 tablespoons of butter. Add the panko breadcrumbs and fry, stirring constantly, until golden brown. Remove from heat and stir in the ¼ cup Parmesan cheese.
  • 10. Assemble: Sprinkle the remaining Cheddar cheese over the pasta, followed by the fried panko mixture.
  • 11. Bake: Bake at 375°F for about 35 minutes until bubbly and golden. Let rest for 5-10 minutes before serving.

Notes

  • Cheese Choice: creamy Gouda or Red Cheddar are delicious swaps. Always grate your own cheese to avoid the anti-caking agents in pre-shredded bags.
  • The Brown Butter Hack: Brown the butter in step 4 before adding the flour. It adds incredible depth.

  • Make Ahead: You can assemble the pasta and sauce in the dish, cover, and refrigerate up to a day ahead. Make the fried topping just before baking.
  • Nutmeg: It might sound odd, but nutmeg is classic in béchamel-based sauces. It adds a background warmth you’ll miss if you skip it!

Similar Posts

Leave a Reply

Your email address will not be published. Required fields are marked *