Creamy Three-Cheese Baked Mac and Cheese

Why You’ll Love This Recipe

• Ultra-creamy three-cheese sauce that clings to every noodle without becoming gloopy.
• Golden, buttery panko topping that stays crisp from the first bite to the last.
• Balanced plate: rich baked pasta paired with a bright lemony side salad.
• Family-friendly, crowd-pleasing, and great for making ahead.

Grocery List

• Produce: Mixed baby greens, cherry tomatoes, English cucumber, red onion, fresh chives or parsley, lemons
• Dairy: Unsalted butter, whole milk, heavy cream, sharp cheddar, Gruyère, Parmesan
• Pantry: Elbow macaroni, panko breadcrumbs, all-purpose flour, Dijon mustard, honey, extra-virgin olive oil, sweet paprika, kosher salt, black pepper

Full Ingredients

Pasta

• 1 lb (450 g) elbow macaroni
• 1 tbsp (18 g) kosher salt for pasta water

Three-Cheese Sauce

• 6 tbsp (85 g) unsalted butter
• 6 tbsp (48 g) all-purpose flour
• 3 cups (720 ml) whole milk
• 1 cup (240 ml) heavy cream
• 1 tsp Dijon mustard
• 1 tsp kosher salt, plus more to taste
• 1/2 tsp freshly ground black pepper
• 12 oz (340 g) sharp cheddar, freshly grated
• 6 oz (170 g) Gruyère, freshly grated
• 2 oz (60 g) Parmesan, finely grated
• Optional: 1/2 tsp hot sauce

Buttered Breadcrumb Topping

• 1 1/2 cups (75 g) panko breadcrumbs
• 3 tbsp (42 g) unsalted butter, melted
• 1/3 cup (30 g) Parmesan, finely grated
• 1/2 tsp sweet paprika
• Pinch kosher salt and a few grinds black pepper

Simple Salad

• 6 cups (180 g) mixed baby greens
• 1 pint (300 g) cherry tomatoes, halved
• 1 English cucumber (about 200 g), thinly sliced
• 1/4 small red onion (about 30 g), very thinly sliced
• 2 tbsp chopped fresh chives or flat-leaf parsley, for garnish

Lemon Vinaigrette

• 3 tbsp (45 ml) extra-virgin olive oil
• 2 tbsp (30 ml) freshly squeezed lemon juice
• 1 tsp Dijon mustard
• 1 tsp (7 g) honey
• 1/2 tsp kosher salt
• 1/4 tsp black pepper

Step-by-Step Instructions

Step 1: Preheat and prepare the pan

Position a rack in the center of the oven and preheat to 375°F (190°C). Lightly butter or spray a 9×13-inch (3.5 L) baking dish so the pasta releases easily after baking.

Step 2: Cook the pasta just shy of al dente

Bring a large pot of water to a boil. Add 1 tablespoon kosher salt, then the macaroni. Cook 1–2 minutes less than the package’s al dente time (usually 6–7 minutes total). Drain well. If the sauce isn’t ready yet, toss the pasta with a teaspoon of butter or a drizzle of olive oil to prevent sticking.

Step 3: Make the buttery breadcrumb topping

In a bowl, combine panko, melted butter, Parmesan, paprika, a pinch of salt, and a few grinds of pepper. Stir until the crumbs look evenly moistened and sandy. Set aside.

Step 4: Cook the roux

In a large, heavy pot over medium heat, melt 6 tablespoons butter. Add the flour and whisk constantly for 2 minutes; the roux should bubble gently and smell nutty but not brown. This cooks out the raw flour taste.

Step 5: Build the creamy sauce

Slowly whisk in the milk and cream, a little at a time, whisking smooth after each addition to avoid lumps. Bring to a gentle simmer and cook, whisking often, until thick enough to coat the back of a spoon, 5–7 minutes. Season with Dijon, 1 teaspoon kosher salt, 1/2 teaspoon black pepper, and optional hot sauce. Taste and adjust salt if needed.

Step 6: Melt in the cheeses and combine with pasta

Turn off the heat. Stir in the cheddar, Gruyère, and 2 oz Parmesan by handfuls until fully melted and velvety. Fold in the drained macaroni until every elbow is coated. If the mixture looks overly thick, splash in 2–4 tablespoons hot water or milk to loosen.

Step 7: Top, bake, and broil

Scrape the macaroni and cheese into the prepared baking dish and spread evenly. Sprinkle the buttered breadcrumbs over the top. Bake until bubbling at the edges and the topping is lightly browned, 18–22 minutes. For extra crunch, broil 1–2 minutes, watching closely. Let rest 10 minutes before serving; garnish with chopped chives or parsley.

Step 8: Toss the simple salad

Whisk olive oil, lemon juice, Dijon, honey, salt, and pepper in a large bowl. Add greens, tomatoes, cucumber, and onion. Toss just before serving and season to taste. Plate alongside the mac and cheese for brightness and crunch.

Pro Tips

• Shred your own cheese. Pre-shredded cheese contains anti-caking agents that can make the sauce grainy.
• Undercook the pasta slightly. It will finish in the oven and stay pleasantly chewy.
• Warm dairy makes smoother sauce. If you can, use milk and cream at room temp, or warm briefly in the microwave.
• Season in layers. Salt the pasta water and taste the sauce before adding pasta; cheese brings salt too.
• Broil with care. The topping goes from perfect to burnt fast—watch constantly during the final minute.

Variations

• Smoky Bacon and Scallion: Cook 6 slices bacon until crisp; crumble and fold into the sauced pasta with 2 sliced scallions. Use a pinch of smoked paprika in the topping.
• Jalapeño Popper: Add 1–2 seeded, diced jalapeños to the roux for 1 minute before adding milk, and swap 4 oz (115 g) cheddar for pepper jack.
• Cauliflower Boost: Fold 3 cups small, steamed cauliflower florets into the pasta for extra veg and texture.

Storage & Make-Ahead

Refrigerate leftovers in an airtight container for up to 4 days. Reheat covered at 325°F (165°C) for 15–20 minutes, adding a splash of milk to keep it creamy; broil briefly to re-crisp the crumbs. For freezing, cool completely and freeze tightly wrapped for up to 2 months; thaw overnight in the fridge, then reheat as above and add fresh breadcrumbs if desired. To make ahead, assemble the mac and cheese (without the topping) up to 24 hours in advance; cover and refrigerate. When ready to bake, stir in 2–3 tablespoons milk to loosen, top with breadcrumbs, then bake covered for 15 minutes, uncover and bake 15–20 minutes more, broiling at the end if needed.

Nutrition (per serving)

Approximate for 1 of 6 servings (mac and cheese plus side salad): 760 calories; 44 g fat; 65 g carbohydrates; 33 g protein; 2 g fiber; 7 g sugar; 1,050 mg sodium. Values will vary based on brands and exact portions.