{VIDEO} THE BEST Baked Mac and Cheese with Breadcrumb Topping

This is the only mac and cheese recipe you will ever need. It has the most silky, creamy, dreamy cheese sauce, seasoned perfectly with my special blend and is topped with a crispy, golden brown Parmesan breadcrumb topping. This stuff is the ultimate comfort food classic!


Out of all the comfort foods, mac and cheese is definitely in my top three. Everyone needs a go-to, best-ever mac and cheese dish. This comfort classic is my absolute favorite and it makes the best Baked Mac and Cheese with Breadcrumb Topping every time. 

There are a few key elements that make a perfect mac and cheese. For me, its all about the sauce, the noodles, and of course the topping!

The Noodles
I used a classic macaroni, but shells work great too because the sauce gets trapped inside for that extra saucy bite in each forkful! Just remember to cook the pasta just until al denté because it will continue to cook when we bake it, so we don't want the noodles getting too soft and mushy. 

The Sauce
For a perfectly velvety sauce I make sure to start with a roux from equal parts butter and flour to thicken up the sauce. The butter will ensure the sauce is nice and rich and by adding cold whole milk or half-and-half to create a classic bechamel sauce, makes the ultimate silky texture. Dairy with a higher fat percentage is necessary for the perfect texture, so non-fat milk or low-fat cheese doesn't work as well. Just make sure you add cold milk to your hot roux, so it doesn't clump up!

Then comes my seasoning blend to give the sauce a super gourmet flavor. The usual salt and pepper are a must, but the addition of a little garlic and onion powder really amp up the flavor... then, I add a little ground mustard and nutmeg to give this sauce that little something special, people just can't put their finger on. It adds a whole new dimension to the sauce that is out of this world!
Note: you may use just the salt, and leave out all the other spices and flavors if serving to kids, but they add a really wonderful flavor and dimension to the dish, I highly recommend them.

Then, the star of the show... the CHEESE! I always like to use a sharp cheddar to lend that classic cheesy flavor. Then in goes a little soft cheese like a Gruyere or smoked Gouda for a perfectly mild, ultra silky texture.

The Topping
The topping is the best part of this dish, if you ask me! I like to do a combo of bread crumbs and parmasan cheese for the topping, because you can't have too many cheeses in your mac and cheese, right?! You can use regular breadcrumbs or Panko breadcrumbs if you want an extra crispy topping. A touch of melted butter to bring it all together and spread it all over the top, for a perfectly golden brown layer of crispy goodness, that pairs perfectly with the creamy mac and cheese.

Baked Mac and Cheese with Breadcrumb Topping

Yield: 6 servings


Mac & Cheese 
  • 8 oz. dried elbow macaroni or shells 
  • 4 tablespoons (1/2 stick) unsalted butter 
  • 1/4 cup all-purpose flour 
  • 2 cups whole milk OR half and half, cold 
  • 1/2 teaspoon salt, or to taste 
  • 1/4 teaspoon ground pepper (white or black), or to taste 
  • 1/4 teaspoon onion powder 
  • 1/4 teaspoon garlic powder 
  • 1/4 teaspoon dry ground mustard 
  • 1/8 teaspoon ground nutmeg 
  • 8 oz (2 cups) shredded sharp cheddar cheese
  • 4 oz (1 cups) shredded Gruyere, Gouda, or cheese of choice
  • 1/2 cups breadcrumbs
  • 1/4-1/2 cup grated Parmesan cheese
  • 2 tablespoons unsalted melted butter, plus more for greasing baking dish
  • 1/4 teaspoon salt


Heat oven to 375°F. Add pasta to a large pot of boiling, salted water (about 1T salt), and cook the pasta until al dente according to package directions; drain and set aside. Spray a 2-quart casserole dish with non-stick spray.

To make the sauce, melt butter over medium-low heat. Add flour, and cook for 1 minute, whisking constantly to remove any lumps. Whisk in half and half, and cook for about 5-8 minutes, stirring frequently, until mixture starts to bubble and thicken. You will know the sauce is ready when the back of a wooden spoon is coated and you can leave a line with your finger without the sauce running. Season with salt, pepper, onion powder, garlic powder, dry mustard and nutmeg. Turn off heat and stir in cheese until melted. Mix together sauce and pasta, stirring to coat. Pour into greased 2-quart casserole dish.

Mix all topping ingredients together in a small bowl, until combined. Sprinkle topping evenly over the mac and cheese. Bake, uncovered, for 20-30 minutes or until bubbly and top is golden*. Let stand 10 minutes before serving.

*To make ahead of time: assemble in casserole dish, cover and refrigerate for up to 3 days, or freeze up to 1 month. When ready to serve, bake as directed just before serving, adding a extra time as needed, if frozen.