The creamiest, cheesiest homemade macaroni and cheese recipe ever. Five cheeses blended together with a creamy béchamel sauce, tossed with macaroni pasta and topped with a crisp, buttery panko topping.  This Baked Mac and Cheese is sure to become your favorite recipe of all time.  So easy to make.

Overhead shot of macaroni and cheese on a white plate.

Originally published November 2015 and updated March 2020.


Craving all the comfort food right now. I’m sure you are, too. Things that are smothered in cheese, dipped in butter, swimming in sauce.  And then I’ll eat a salad.  It’s all about balance, it’s the way I live.  A little bit of everything you like to eat…just in moderation. 

But all bets are off when stressful situations are smacking you in the face daily. When the only thing that helps is a creamy, cheesy, baked mac and cheese that’s like a blanket for your soul.



Macaroni and Cheese, also called mac and cheese or mac n cheese, is a creamy pasta dish that can be made on the stovetop or baked in the oven. Originating in the United Stated, baked mac and cheese is most often served as a side dish but can also be served as the main dish.

It’s made with a creamy bechamel sauce blended with cheese, most often cheddar, and then combined with pasta. This baked macaroni and cheese recipe is topped with a buttery panko breadcrumb topping before being baked to golden brown. 

Overhead shot of macaroni and cheese in a baking dish.


Homemade BAKED Macaroni and Cheese will be the new star of the show for dinner….and beyond.  It’s amazingly creamy with an ooey, gooey sauce and topped with a buttery panko crust.  

It’s so simple to make and can be assembled in advance for an easy side dish that will soon be a family favorite. It’s the most epic comfort food.

To make your homemade macaroni and cheese, cook your pasta for 5 minutes and then drain immediately. Set aside.

Make the bechamel sauce by melting the butter and sprinkling with flour to create a paste. Stir and cook until golden brown. Slowly add the milk and cream. Stir in the nutmeg and cook until thickened.

Stir in the cheese and mix with the pasta. Transfer to a prepared baking dish and top with the panko breadcrumb mixture.

Bake until bubbling and golden brown.

Serve immediately!

Overhead shot of macaroni and cheese being coated with breadcrumbs.


This recipe calls for five different cheeses to create the most epic flavor BUT I find that a sharp cheddar or some variation of cheddar works best. Cheddar cheese is amazing in macaroni and cheese because it melts smoothly without breaking.

Gouda, havarti, parmesan and Fontina cheeses are also fabulous to use in your macaroni and cheese recipe.

Grated cheese on a wood board.


I like to use a short cut or curly pasta so it can hold onto the cheese for the perfect bite each time. A longer spaghetti won’t work as well because the cheese sauce doesn’t have anything to creep into and hold onto when you take a bite.

An elbow macaroni is my favorite to use in mac and cheese because the cheese sauce sinks into the little hole and gets caught int the hook. Gemelli or corkscrew pasta is my next favorite for obvious reasons….all those spirals catch the cheese sauce so beautifully.

Macaroni and cheese on a wooden spoon.


  • When cooking your pasta, salt the water generously. This is the only time you can actually season the inside of the pasta and it adds a lot of flavor.
  • Cook your pasta to just under al dente. If you cook your pasta completely, it will become mushy and fall apart when baking. Undercooked pasta will also absorb some of the flavor from the cheese sauce while baking.
  • Grate your own cheese. Buy a block of cheese and grate it yourself instead of buying a bag of shredded cheese. Pre-shredded cheese is coated in cellulose and doesn’t melt as well. 
  • Get creative with your pasta shapes. I love using elbow pasta but you can use any short cut shaped pasta you want.

Macaroni and cheese in a baking dish.



When we’re serving this Baked Macaroni and Cheese as a main dish, I like to serve it alongside either a pile of green beans or a crispy, fresh salad. 

If I’m serving it as a side dish, it’s FANTASTIC with this Thanksgiving Turkey…really, anytime of the year. Or serve it with my favorite Roast Chicken. It’s also amazing with these super easy Baked Chicken Breasts.

If you’re looking for something a little easier, this Stovetop Macaroni and Cheese is ready in just 10 minutes and is always a hit with the kids. Want something a little fancier….you have to try this easy Lobster Macaroni and Cheese!

DON’T MISS A RECIPE! Be sure to follow us over on Instagram and Facebook for more family friendly dinners.

Five Cheese Macaroni and Cheese with Panko Crust | The Suburban Soapbox



Five Cheese Macaroni and Cheese with Panko Crust | The Suburban Soapbox

Get the Recipe: Five Cheese Macaroni and Cheese with Panko Crust

Easy Homemade Macaroni and Cheese is blended with five cheeses and baked with a panko crust.
No ratings yet


  • For the topping:
  • 4 tablespoons unsalted butter
  • 2 cups panko, Japanese breadcrumbs
  • 1 teaspoon garlic powder
  • 1/2 cup grated Parmesan
  • 1/2 teaspoon kosher salt
  • For the macaroni:
  • 1 pound dried small shape pasta
  • 1/2 cup unsalted butter
  • 1/4 cup all-purpose flour
  • 4 cups whole milk
  • 3/4 cup heavy cream
  • 1/2 teaspoon ground nutmeg
  • 2 teaspoons kosher salt
  • 1 teaspoon garlic powder
  • 1/2 teaspoon fresh ground pepper
  • 1 tablespoons mustard powder
  • 2 cups grated extra-sharp white cheddar
  • 1 cup grated havarti
  • 1 cup grated munster
  • 1 cup grated gouda
  • 1/2 cup grated Parmesan


  • Preheat oven to 400°F.
  • Coat a 9x13 inch baking dish with cooking spray and set aside.
  • Bring a large covered pot of salted water to a boil over medium-high heat.
  • In a large skillet over medium heat, heat the butter until butter foam subsides. Add panko and garlic powder. Stirring constantly, cook until crumbs are golden brown, 4 to 6 minutes. Transfer panko mixture to a bowl and stir in 1/2 cup Parmesan and salt. Set aside.
  • Add pasta to boiling water and cook until just al dente (the pasta will still be firm but not crunchy). Drain pasta and set aside. In a large pot over medium-low heat, melt the butter. Sprinkle the flour over the butter, whisking to combine and make a roux. (It will look like a paste.) Continue cooking, stirring constantly with a wooden spoon, until the roux is golden brown, about 4 minutes. Slowly add the milk and cream, whisking constantly to incorporate and create a béchamel sauce. Stir in the nutmeg. Increase the heat to medium-high and bring the sauce to a low boil, whisking constantly. Reduce to a simmer, whisking occasionally, and cook until the béchamel sauce is thick and coats the back of a spoon, about 4-5 minutes.
  • Stir in the salt, pepper, and mustard powder. Add the cheeses, 1 cup at a time, whisking until each addition is completely melted before adding more. Remove from heat.
  • Stir the drained pasta into the sauce and toss to coat. Transfer macaroni mixture to the prepared baking dish and place on a rimmed baking sheet covered with foil. Sprinkle topping evenly over pasta. Bake until golden and bubbling, approximately 20-25 minutes. Allow to cool 15 minutes before serving.
Serving: 0g, Calories: 731kcal, Carbohydrates: 52g, Protein: 29g, Fat: 45g, Saturated Fat: 27g, Cholesterol: 139mg, Sodium: 1270mg, Potassium: 352mg, Fiber: 2g, Sugar: 7g, Vitamin A: 1405IU, Vitamin C: 0.1mg, Calcium: 670mg, Iron: 1.7mg