Crispy Baked Macaroni and Cheese – The Best! (VIDEO)
Nov 10, 2023, Updated Nov 21, 2023
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This is my tried and true Baked Mac and Cheese recipe I make for the holidays every year and it is always a hit! It has a super crispy panko topping, combined with the sharp cheddar and melty gruyere cheeses filling every inch of the al dente pasta. The textural combination is a flavor party in your mouth!

Watch the Baked Mac and Cheese Recipe Video!
Ingredient Tips + Baking Dish
Refer to the recipe card for the full list of ingredients and measurements!
- pasta – While traditional recipes use macaroni, I like to use shells in my version. My main reason is because shells allow for more cheese to get captured within the fold when baked – this gives each mouthful a more even ratio of pasta to cheese! You can also use elbow macaroni, pipe rigate, or any kind of short pasta.
- Nutmeg – this is my secret ingredient for an incredible mac and cheese! It adds flavor and warmth to the dish, especially in combination with ground mustard and cayenne.
- Sharp cheddar and gruyere cheese – Avoid using pre-grated cheese – pre-grated cheese contain preservatives to keep the cheese shreds from clumping and I find they don’t melt together as well. You can also taste the grainy texture from the additives.
- panko breadcrumbs – Panko breadcrumbs are drier and flakier than regular breadcrumbs, so they absorb less oil and creates a light & crunchier crust when baked. This provides an incredible contrast to the rich and creamy pasta + cheese mixture. I have seen some recipes use crushed up Ritz crackers as an alternative.
Baking Dish Size
The baking dish size for this recipe is very important – especially with the crispy topping, it’s crucial that you use the size vessel so you have a good ratio of crispy topping with the baked mac and cheese.
In my recipe (videos and photos), I am using 12oz of pasta with 3 cups of half and half for my bechamel. This fit perfectly within a 2.5 quart baking dish or casserole dish – it holds all of the pasta and the sauce, and also has a good amount of surface area for the crispy panko.
Serve this with a comforting main dish like my deliciously moist Meatloaf recipe, Braised Beef Short Ribs or my easy Fried Chicken!
Recipe Instructions
1. Grate the Cheese and Cook the Pasta
I highly recommend grating your cheese from the block using a cheese grater! Grate the cheese and make sure to set aside about 1 cup of the cheddar cheese aside for the cheese topping at the end!
When cooking the pasta in salted boiling water, drain the pasta 4 minutes sooner than the package directions say. We are going for extra al dente pasta here – the reason is the pasta will continue cooking in the hot cheese sauce and while being baked in the oven for about 20 minutes. Under-cooking when boiling your pasta will ensure your finished dish isn’t a disintegrated mess by the end and you actually get al dente pasta!
2. Make the Béchamel Sauce
To make your cheese sauce, start by melting butter over medium heat until it “sings” and crackles. Add the flour and whisk until smooth and no lumps remain, then add your ground mustard and do the same. Let this cook for about 5 minutes stirring occasionally to cook out the flour while preventing burning. Adjust the heat if necessary.
3. Add the Half and Half and Seasonings
Once the flour has been cooked out, add the cold half & half along with bay leaves, salt, pepper, garlic powder, paprika, cayenne, and ground nutmeg. Stir until thoroughly combined and bring to a low boil. The sauce will begin to thicken – which is exactly what we want!
4. Add the Egg, Cheese, and Pasta
Crack an egg into a small bowl and add a small amount of the hot liquid to the egg. This will prevent the egg from scrambling and slowly raise the temperature of the egg to the temperature of the sauce. This is called ‘tempering’. Once it’s mixed, pour the egg/sauce mixture into your pot and stir to combine.
Turn the heat off, then fold in your cheese and stir until no remaining lumps are in the sauce. Add the pasta, mixture thoroughly, and spread evenly in the baking dish.
6. Top and Bake!
Top with more cheese. Mix your panko breadcrumbs with butter and finish the dish by topping it with the breadcrumb mixture. Bake at 375F for about 20 minutes; then broil for an additional 2-3 minutes until the top is a beautiful golden brown!
Key Tip
Recipe Tips + Storage
Baking Dish Size – The baking dish size for this recipe is very important – especially with the crispy topping, it’s crucial that you use the size vessel so you have a good ratio of crispy topping with the baked mac and cheese. I am cooking 12oz of pasta with 3 cups of half and half for my bechamel. This fit perfectly within a 2.5 quart baking dish or casserole dish – it holds all of the pasta and the sauce, and also has a good amount of surface area for the crispy panko.
Cook the Pasta 4 Minutes Less – When boiling your pasta (in salted boiling water), drain the pasta a good 4 minutes sooner than the package directions say. We are going for extra al dente pasta here – the reason is the pasta will continue cooking in the hot cheese sauce and while being baked in the oven for about 20 minutes. Under-cooking when boiling your pasta will ensure your finished dish isn’t a disintegrated mess by the end and you actually get al dente pasta!
#1 KEY TIP – TEMPER YOUR EGG – Eggs are an awesome thickening ingredient but in heat, they will cook, leaving scrambled eggs in your mixture! You must temper your egg before adding it in. Tempering is where you combine two ingredients that are at different temperatures (in this case – the cold eggs and the hot mixture). You’re going to whisk a little bit of the hot mixture into the egg but it’s crucial that you keep whisking constantly, as the movement helps raise the temperature of the eggs slowly so you prevent them from cooking. Once mixed, you can add this to the hot mixture!
Panko Breadcrumbs – Some people choose to use crushed ritz crackers as their topping, but panko breadcrumbs are so much better in my opinion! They are crispy and add a nice textural crunch to the rich mac and cheese.
Pre-Grated Cheese – If at all possible, I would highly recommend not using pre-grated cheese! Pre-grated cheese contain preservatives to keep the cheese shreds from clumping and I find they don’t melt together as well. You can also taste the grainy texture from the additives. I like to keep a couple wedges of high quality cheese at home and my favorite place to buy them from is Costco! The quality and price is unbeatable.
Making Ahead of Time – If you are making this dish ahead of time, add the mac and cheese to the casserole dish but do not bake it. Once you are ready to serve, add the panko breadcrumb topping and bake the mac and cheese so it’s as fresh as possible! Alternatively, you could keep the mac and cheese warm in a slow cooker or crock pot on low heat, then bake the mac and cheese with the panko breadcrumb topping.
Storage and Reheating – Store any leftovers in an airtight container in the refrigerator for up to 3-4 days. I find that Mac and Cheese tastes the best fresh out of the oven – leftovers are always delicious but I think it tastes less creamy. The pasta will also soften and the crispy topping will soften. I like to reheat leftovers in the microwave – it’s super easy and quick.
If you liked this Macaroni and Cheese recipe, check out some of the most popular pasta recipes on the blog!
If you tried this Baked Mac and Cheese or any other recipe on my website, please leave a 🌟 star rating and let me know how it went in the 📝 comments below!
Baked Mac and Cheese (CRISPY TOPPING!)
Equipment
Ingredients
- 12 oz short cut tube pasta, elbow macaroni, pipe rigate, or medium shells work well
- 4 tbsp flour
- 8 tbsp unsalted butter
- 1/2 tbsp ground mustard
- 3 cups half and half
- 2 bay leaves
- 1/2 tsp garlic powder
- 1/2 tsp paprika
- 1/4 tsp cayenne pepper, optional
- 1/2 tsp nutmeg, freshly grated
- 1/2 tsp black pepper
- kosher salt, to taste
- 1 egg
- 8 oz sharp cheddar cheese, about 3 cups shredded; reserve 2oz for topping
- 6 oz gruyere cheese, about 2 cups shredded
- 1 cup panko breadcrumbs
- 3 tbsp butter
Instructions
- Shred your sharp cheddar and gruyere, reserving 2oz of your sharp cheddar to use for the topping.
- Cook your shells in salted boiling water for 4 minutes less than package directions, then immediately drain.
- Over medium heat, melt 8 tbsp of butter, then add 4 tbsp of flour, whisk to combine, then add 1/2 tbsp of ground mustard and whisk until no lumps remain. Cook for about 5 minutes, stirring occasionally until slightly thickened.
- Add 3 cups of half and half followed by the bay leaves, nutmeg, garlic powder, paprika, cayenne, black pepper, and salt to taste. Stir to combine and bring to a low simmer until slightly thickened, about 5 minutes. Temper in one egg and mix for another minute to incorporate.
- Turn off the heat, then add your cheese and mix until smooth, then add your pasta and mix until combined.
- Add your pasta to a baking dish, then top with your reserved cheese. Melt butter and combine with your Panko breadcrumbs and top over the cheese.
- Bake at 375F for 20 minutes, then broil for 3-4 minutes to get the topping super crisp and golden brown. Enjoy!
Notes
Nutrition
Nutrition information is automatically calculated, so should only be used as an approximation.
I have made other recipes before but I made this the other day for my family and they all loved it. There was none left. I loved how creamy and cheesy and crispy it was. Very delicious!!
@fatima.becerra.925
My go to recipe for a delicious dinner! @lilyhnh
This is so delicious! Thanks for the recipe CJ 🙂
@simplyserinee
Love this crispy recipe!
This is rich and decadent,
exactly like good mac and cheese should be! I hate when people take a beautiful recipe and criticize the fat/calories, etc… It’s not like you’re gonna eat it everyday, so if you’re gonna have mac and cheese just do it right!! And this is done right!
IG-@dimckee
I hated mac and cheese but my sister made this recipe for me and omg this honestly changed my outlook on mac as I knew it.
Absolutely great!!
@iambrianwatson on IG
I’ve tried a few baked mac recipes, but this one is surprising! Surprising because it uses some ingredients / seasonings I have not seen in similar recipes. I like that extra touch and it came out so good! // @pinay_poet
My kids really enjoyed this recipe. Better than Chick-fil-A mac & cheese 1000%