If there’s one dish that never fails to bring a smile to everyone’s face, it’s baked mac and cheese—and when you top it with a golden, crispy layer of panko breadcrumbs, things go from comforting to downright irresistible. This version is a rich, creamy mac and cheese made with a velvety cheese sauce, tender mac and cheese pasta, and a buttery crunch that’s oven-baked to perfection. It’s a guaranteed crowd-pleaser, ideal for weeknight dinners, potlucks, or even as a star side dish for Thanksgiving. Forget the boxed stuff—this easy baked mac and cheese delivers full flavor with a texture that’s anything but one-note. Plus, it hits all the right notes of cheesy, kid friendly dinners while still being satisfying for the adults at the table.
Baked Mac and Cheese with Crispy Panko Topping
Prep Time 15 minutes mins
Cook Time 25 minutes mins
Total Time 40 minutes mins
 
	
    	
		Course Main Course, Side Dish
Cuisine American
 
     
    
        
		Servings 8 generous servings
 
     
 
Large pot To boil your pasta and later combine with the cheese sauce.
Medium saucepan For preparing the roux and cheese sauce.
9x13-inch baking dish Ideal for baking and serving your mac and cheese casserole.
Whisk For a smooth, lump-free cheese sauce.
Mixing spoon or silicone spatula To fold the pasta and sauce together evenly.
Measuring cups and spoons Precision matters when building flavor.
 
For the cheese sauce
- 2 tablespoons unsalted butter
 - 2 tablespoons all-purpose flour
 - 2 cups whole milk room temperature
 - 1 cup heavy cream
 - 2 cups sharp cheddar cheese shredded
 - 1 cup Gruyère cheese shredded (or substitute with mozzarella for a milder taste)
 - 1 teaspoon Dijon mustard
 - ½ teaspoon garlic powder
 - ½ teaspoon onion powder
 - ½ teaspoon smoked paprika
 - Salt and pepper to taste
 
For the pasta
- 1 pound elbow macaroni classic choice for a traditional macaroni and cheese recipe
 
For the panko topping
- 1 cup panko breadcrumbs
 - 2 tablespoons unsalted butter melted
 - 2 tablespoons grated Parmesan cheese
 - ¼ teaspoon paprika optional, for color
 - Optional Add-ins customize to taste:
 - Crumbled cooked bacon
 - Chopped green onions
 - Diced jalapeños
 - Roasted garlic
 
 
Preheat and Prep
Preheat your oven to 375°F (190°C). Lightly grease your baking dish with butter or nonstick spray to prevent sticking and help with cleanup.
Cook the Pasta
Bring a large pot of salted water to a boil. Add the elbow macaroni and cook 1-2 minutes less than the package instructions—this keeps the noodles from getting mushy during baking. Drain and set aside.
Make the Cheese Sauce
In a medium saucepan over medium heat, melt the butter. Once melted, whisk in the flour to make a roux. Stir continuously for about 2 minutes until it forms a paste and turns light golden.
Gradually whisk in the milk and cream, making sure no lumps form. Bring the mixture to a gentle simmer and stir until it thickens—about 4–5 minutes.
Lower the heat and stir in the cheddar and Gruyère cheese, a little at a time, until melted and smooth. Add Dijon mustard, garlic powder, onion powder, paprika, salt, and pepper. This rich and creamy base is what elevates it from a basic stove top mac and cheese to a decadent baked version.
Combine Pasta and Sauce
Pour the drained pasta into the cheese sauce and gently fold until every piece is coated. Don’t overmix—just enough to get that glossy, cheesy coating on every noodle.
Transfer to Baking Dish
Spoon the creamy mac and cheese mixture into your prepared baking dish. Spread evenly with a spatula.
Prepare the Panko Topping
In a small bowl, mix the panko breadcrumbs with melted butter, Parmesan, and a sprinkle of paprika. The butter helps create that golden crisp while the cheese adds umami and texture.
Sprinkle the topping evenly over the mac and cheese.
Bake
Place in the preheated oven and bake for 20–25 minutes, or until bubbly around the edges and golden brown on top. If you want an extra-crispy topping, broil for the last 1–2 minutes—just watch it closely to avoid burning.
Cool and Serve
Let it rest for 5 minutes before serving. This helps everything settle and makes it easier to scoop.
 
  
Pairings
Baked mac and cheese pairs beautifully with a variety of sides and mains, whether it’s a weeknight dinner or a festive holiday like Thanksgiving.
Protein Pairings:
- Oven-roasted chicken thighs with a honey glaze
 
- Pulled pork for a smoky BBQ twist
 
- Crispy fried catfish for a Southern-inspired plate
 
Vegetable Sides
- Roasted Brussels sprouts with balsamic reduction
 
- Garlic sautéed green beans
 
- Sweet potato mash for an extra dose of comfort
 
Drinks
- A glass of dry white wine like Sauvignon Blanc or Chardonnay
 
- Sparkling apple cider for a kid-friendly option
 
This dish is also versatile enough to be served as a main for vegetarian guests or as a supporting side during a Thanksgiving spread next to turkey, cranberry sauce, and stuffing.
FAQs
1. What type of pasta is best for mac and cheese?
Elbow macaroni is traditional for a reason—it holds onto the sauce well and fits perfectly in each bite. However, you can use other short pasta shapes like cavatappi, shells, or penne for variety.
2. Can I use different cheeses?
Absolutely. Cheddar is the backbone of most mac and cheese recipes, but you can add Monterey Jack, mozzarella, fontina, or even a bit of blue cheese if you’re feeling adventurous. Just make sure at least one cheese melts well.
3. Should I use pre-shredded cheese?
Avoid it if possible. Pre-shredded cheese often has anti-caking agents that prevent smooth melting. Shred your own for the best creamy texture.
4. Can this be made ahead of time?
Yes! Assemble the mac and cheese (without the panko topping), cover, and refrigerate for up to 24 hours. When ready to bake, add the topping and bake as instructed. It’s a great option when prepping for Thanksgiving or other holiday meals.
5. Is this kid-friendly?
Definitely. This cheesy mac and cheese is a hit with picky eaters. Its mild flavor and creamy texture make it one of the best kid friendly dinners around. You can even leave out the Dijon or paprika if your kids are extra sensitive to spice.