Best Rich Mac and Cheese Recipe
Introduction
This best rich mac and cheese recipe is ultra creamy and indulgent, perfect for comforting any meal. With a smooth, velvety cheese sauce and a golden topping option, it’s a classic that’s sure to impress both family and friends.

Ingredients
- 1 lb elbow macaroni (or cavatappi, shells)
- 1 tablespoon salt for pasta water
- 2 tablespoons butter for tossing
- 4 tablespoons unsalted butter
- 1/4 cup all-purpose flour
- 3 cups whole milk, warmed
- 1 cup heavy cream
- 1 teaspoon garlic powder
- 1 teaspoon onion powder
- 1/2 teaspoon ground mustard powder
- 1/2 teaspoon white pepper
- 1 teaspoon sea salt
- 1/4 teaspoon cayenne pepper (optional)
- 3 cups sharp cheddar cheese, shredded
- 1 cup Gruyère cheese, shredded
- 1 cup white cheddar cheese, shredded
- 1/2 cup cream cheese, softened
- 1 cup panko breadcrumbs (optional topping)
- 2 tablespoons melted butter (optional topping)
- 1/2 cup additional shredded cheese (optional topping)
Instructions
- Step 1: Bring a large pot of salted water to a rolling boil. Cook the elbow macaroni according to package directions until al dente, about 7-8 minutes. Drain and toss with 2 tablespoons butter to prevent sticking.
- Step 2: In a large saucepan or Dutch oven, melt 4 tablespoons unsalted butter over medium heat. Add 1/4 cup all-purpose flour and whisk constantly for 2-3 minutes until the mixture turns golden and smells nutty.
- Step 3: Gradually whisk in the warm 3 cups whole milk and 1 cup heavy cream, stirring constantly to avoid lumps. Continue whisking 5-7 minutes until the sauce thickens enough to coat the back of a spoon.
- Step 4: Stir in garlic powder, onion powder, ground mustard powder, white pepper, sea salt, and cayenne pepper if using. Remove from heat and add softened cream cheese, stirring until smooth.
- Step 5: Add shredded cheeses one handful at a time, stirring after each addition until completely melted and sauce is glossy.
- Step 6: Fold cooked pasta into the cheese sauce until evenly coated. For stovetop mac and cheese, serve immediately.
- Step 7 (Optional): For baked mac and cheese, transfer to a greased 9×13-inch baking dish. Mix panko breadcrumbs with melted butter and sprinkle over the top along with 1/2 cup additional shredded cheese. Bake at 350°F for 25-30 minutes until bubbly and golden brown.
Tips & Variations
- Use block cheese and shred it yourself to avoid anti-caking agents that can prevent smooth melting.
- Whole milk is essential for richness; avoid substituting with low-fat milk for best texture.
- For extra flavor, add cooked bacon or sautéed onions to the cheese sauce before combining with pasta.
Storage
Store leftover mac and cheese in an airtight container in the refrigerator for up to 3 days. To reheat, warm gently on the stove or in the oven with a splash of milk to restore creaminess. Avoid microwave reheating to keep texture smooth.
How to Serve

Serve this delicious recipe with your favorite sides.
FAQs
Can I use different types of pasta?
Yes, macaroni, cavatappi, or shells work best as they hold the cheese sauce well, but you can use your favorite shape. Just adjust cooking time as needed.
How do I prevent the cheese sauce from becoming grainy?
The key is using good quality cheese and melting it slowly off the heat in stages. Avoid pre-shredded cheese, and ensure the roux is cooked before adding milk to create a smooth base.
PrintBest Rich Mac and Cheese Recipe
This Best Rich Mac and Cheese recipe delivers an ultra creamy, perfectly smooth cheese sauce made with a blend of sharp cheddar, Gruyère, and white cheddar cheeses. The secret lies in the quality of cheese and balanced roux-based sauce using whole milk and heavy cream, resulting in indulgently rich, velvety macaroni and cheese. Optionally baked with a buttery panko breadcrumb topping for a crisp golden crust.
- Prep Time: 10 minutes
- Cook Time: 20 minutes
- Total Time: 30 minutes
- Yield: 8 servings 1x
- Category: Main Dish
- Method: Stovetop
- Cuisine: American
Ingredients
For the Pasta:
- 1 lb elbow macaroni (or cavatappi, shells)
- 1 tablespoon salt for pasta water
- 2 tablespoons butter for tossing
For the Cheese Sauce:
- 4 tablespoons unsalted butter
- 1/4 cup all-purpose flour
- 3 cups whole milk, warmed
- 1 cup heavy cream
- 1 teaspoon garlic powder
- 1 teaspoon onion powder
- 1/2 teaspoon ground mustard powder
- 1/2 teaspoon white pepper
- 1 teaspoon sea salt
- 1/4 teaspoon cayenne pepper (optional)
For the Cheese Blend:
- 3 cups sharp cheddar cheese, shredded
- 1 cup Gruyère cheese, shredded
- 1 cup white cheddar cheese, shredded
- 1/2 cup cream cheese, softened
For Topping (Optional):
- 1 cup panko breadcrumbs
- 2 tablespoons melted butter
- 1/2 cup additional shredded cheese
Instructions
- Cook the pasta perfectly. Bring a large pot of salted water to a rolling boil. Cook elbow macaroni according to package directions until al dente (usually 7-8 minutes). Drain and toss with butter to prevent sticking. Avoid overcooking since pasta continues cooking when combined with hot sauce.
- Make the roux base. In a large saucepan or Dutch oven, melt 4 tablespoons butter over medium heat. Add flour and whisk constantly for 2-3 minutes until the mixture turns golden and develops a nutty aroma. This step cooks out the raw flour taste and creates the base for a smooth sauce.
- Build the cheese sauce. Gradually whisk in the warmed whole milk and heavy cream, stirring continuously to prevent lumps. Continue whisking for 5-7 minutes until the mixture thickens enough to coat the back of a spoon. Add garlic powder, onion powder, ground mustard, white pepper, sea salt, and cayenne if using. The sauce should be thick but still pourable.
- Melt in the cheese blend. Remove the sauce from heat and add the softened cream cheese first, stirring until completely melted and smooth. Then add the shredded cheeses in small handfuls, stirring thoroughly after each addition until fully melted and silky. Adding cheese slowly prevents clumping and ensures a glossy, thick sauce that coats a spoon well.
- Combine and bake (optional). Fold the cooked pasta into the cheese sauce until well coated. For stovetop mac and cheese, serve immediately for a creamy dish. To bake, transfer the mixture to a greased 9×13-inch baking dish, top with the breadcrumb and melted butter mixture along with extra shredded cheese, and bake at 350°F (175°C) for 25-30 minutes until bubbly and golden brown on top.
Notes
- Use block cheese and shred it yourself to avoid anti-caking agents that prevent smooth melting.
- Whole milk is essential for richness—do not substitute low-fat milk as it will result in a thinner, less creamy sauce.
- Do not overcook the pasta; it will continue to soften when combined with the hot cheese sauce.
- Adding cheese slowly and off the heat prevents the sauce from becoming grainy and helps maintain a silky texture.
- Breadcrumb topping is optional but adds a delightful crunchy contrast when baked.
Keywords: mac and cheese, creamy mac and cheese, baked mac and cheese, homemade cheese sauce, comfort food, cheddar mac and cheese, Gruyère mac and cheese

