This rich, creamy macaroni and cheese combines tender pasta cooked in chicken stock with a velvety sauce made from sharp cheddar, Gruyère, and Parmesan cheeses. A golden, buttery breadcrumb topping provides a delicious contrast to the creamy pasta beneath.

Perfect as a comforting main course or an indulgent side dish, this homemade macaroni and cheese is an excellent addition to family dinners, holiday gatherings, and backyard barbecues.

Prep Time: 20 minutes

Cook Time: 30 minutes

Total Time: 50 minutes

Servings: 6–8

Difficulty: Easy to Moderate

Ingredients

Macaroni

• 1 pound elbow macaroni or cavatappi
• 6 cups low-sodium chicken stock, plus additional stock if needed
• 1 tablespoon unsalted butter

Three-Cheese Sauce

• 4 tablespoons unsalted butter
• 1/4 cup all-purpose flour
• 2 cups whole milk, warmed
• 1 cup heavy whipping cream, warmed
• 8 ounces sharp cheddar cheese, freshly grated
• 6 ounces Gruyère cheese, freshly grated
• 2 ounces Parmesan cheese, finely grated
• 1 teaspoon Dijon mustard
• 1/2 teaspoon garlic powder
• 1/2 teaspoon freshly ground black pepper
• 1/4 teaspoon freshly grated nutmeg, optional
• Salt, to taste

Buttery Breadcrumb Topping

• 1 cup panko breadcrumbs
• 3 tablespoons unsalted butter
• 1/4 cup freshly grated Parmesan cheese
• 1/4 teaspoon freshly ground black pepper

Instructions

Cook the Macaroni

1. Bring the chicken stock to a boil in a large saucepan. Add the macaroni and cook, stirring occasionally, until approximately 2 minutes short of al dente, following the package instructions as a guide. Add additional stock or water if necessary to keep the pasta submerged.
2. Reserve 1 cup of the pasta cooking liquid, then drain the macaroni. Toss with 1 tablespoon of butter and set aside.

Prepare the Three-Cheese Sauce

3. Melt 4 tablespoons of butter in a heavy-bottomed saucepan over medium-low heat. Whisk in the flour and cook for approximately 2 minutes, stirring continuously, until smooth and lightly golden.
4. Gradually whisk in the warm milk and heavy whipping cream. Continue cooking for 4–6 minutes, stirring frequently, until the sauce begins to thicken.
5. Stir in the Dijon mustard, garlic powder, black pepper, and nutmeg, if using.
6. Remove the saucepan from the heat. Gradually add the cheddar, Gruyère, and Parmesan cheeses, stirring until each addition has melted before adding more. Continue stirring until the sauce is smooth and creamy. Taste and adjust the salt and pepper as needed.

Prepare the Buttery Breadcrumb Topping

7. Melt 3 tablespoons of butter in a skillet over medium-low heat. Add the panko breadcrumbs and cook for 3–4 minutes, stirring continuously, until lightly golden.
8. Remove the skillet from the heat and stir in the Parmesan cheese and black pepper. Transfer the breadcrumb mixture to a bowl and set aside.

Assemble the Macaroni and Cheese

9. Preheat the oven to 375°F. Lightly butter a 9-by-13-inch baking dish.
10. Add the cooked macaroni to the warm cheese sauce and gently fold until evenly coated. If the sauce appears too thick, gradually add a little reserved pasta cooking liquid until the mixture is creamy and slightly loose.
11. Transfer the macaroni and cheese to the prepared baking dish and spread evenly. Sprinkle the buttery breadcrumb mixture over the top.

Bake the Macaroni and Cheese

12. Bake uncovered for 15–20 minutes, until the cheese sauce is bubbling around the edges and the breadcrumb topping is golden brown.
13. If additional browning is desired, place the baking dish under the broiler for 1–2 minutes, watching carefully to prevent burning.
14. Remove from the oven and allow to rest for 5 minutes before serving.

Cook’s Notes

Choosing the Cheeses: Sharp cheddar provides the familiar macaroni and cheese flavor, Gruyère contributes a nutty richness and excellent melting properties, and Parmesan adds a concentrated savory finish. For a slightly milder flavor, substitute mild cheddar for half of the sharp cheddar.

Freshly Grated Cheese: Grate the cheeses immediately before preparing the sauce. Pre-shredded cheeses may contain anti-caking ingredients that interfere with smooth melting.

Preventing a Grainy Sauce: Remove the saucepan from the heat before adding the cheese. Excessive heat can cause the cheese proteins to tighten and separate, resulting in a grainy or oily sauce.

Chicken Stock: Cooking the macaroni in chicken stock adds savory depth to the finished dish. Low-sodium stock is preferable because the cheeses already contain substantial amounts of salt. Vegetable stock may be substituted for a meat-free version.

Adjusting the Consistency: The macaroni should appear slightly saucier than desired before baking because the pasta will continue absorbing liquid in the oven. Add a little reserved pasta cooking liquid or warm milk if necessary.

Make-Ahead Preparation: Assemble the macaroni and cheese without the breadcrumb topping, cover, and refrigerate for up to 24 hours. Before baking, stir in a small amount of warm milk if the sauce has thickened. Add the breadcrumbs and bake until the center reaches 165°F. Allow additional baking time when starting with a refrigerated dish.

Extra-Creamy Variation: For a creamier finished dish, omit the baking step and serve immediately after folding the macaroni into the cheese sauce. Sprinkle the toasted breadcrumbs over individual portions just before serving.

Storage and Reheating: Refrigerate leftovers in an airtight container for up to 3–4 days. Reheat gently in a covered baking dish at 325°F, adding a splash of milk to restore creaminess. Heat until the center reaches 165°F.

Serving Suggestions

Smoked Brisket or Pulled Pork: Serve alongside smoked brisket or pulled pork. The creamy cheese sauce provides a satisfying contrast to the smoky flavor of the meat.

Fresh Green Salad: Pair with a simple green salad dressed with lemon vinaigrette. The acidity helps balance the richness of the cheese.

Roasted Vegetables: Serve with roasted broccoli, asparagus, or Brussels sprouts seasoned with olive oil, garlic, and lemon.

Holiday Meals: Include as a side dish with roasted turkey, glazed ham, or prime rib.

Beverage Suggestions

White Wine: A lightly oaked Chardonnay complements the buttery cheese sauce, while a dry Sauvignon Blanc provides a refreshing contrast.

Beer: A crisp pilsner or lightly hopped pale ale pairs well with the rich cheeses and toasted breadcrumb topping.

Nonalcoholic: Sparkling apple cider, unsweetened iced tea with lemon, or sparkling water with fresh citrus helps balance the richness of the dish.