Best Ever Mac & Cheese. Seriously.


When I say this is THE Best Mac & Cheese I’ve ever put in my mouth, that is not an exaggeration. Ooey, gooey, cheesy, rich and decadent-  it’s so wrong, yet so right.

One bite of this dish a few weeks back at a dinner party was eye opening. Honestly, while I like macaroni & cheese fine, I’ve never been one to go ga-ga over it like some people do.

But this? This is different. It makes me want to turn cartwheels down the hallway.

In fact, when it came time for me to host friends for dinner on New Year’s Eve, this was the first dish I added to our menu. The rest of the meal was created around it. While I don’t want to speak for our guests, I’m fairly certain that they would agree with my opinion of the cheesy creation.

A huge thank you to Ashley who made the eye-opening mac & cheese for a friend’s potluck, and to her Aunt Jeanette and Uncle Craig for sharing their recipe with her. Even though I made a few minor tweaks, the ultimate credit goes to them. The world is now a better place for having access to the Best Ever Mac & Cheese!

Best Ever Mac & Cheese

Serves 14-18.


8 Tbsp (1 stick) unsalted butter

6 slices good white bread, crusts removed, torn into 1/4 inch pieces

3 1/2 cups milk

2 cups heavy whipping cream

1/2 cup all-purpose flour

2 tsp salt

1/4 tsp freshly grated nutmeg

1/4 tsp freshly ground black pepper

1/4 tsp cayenne pepper

10 oz grated sharp white cheddar cheese

10 oz grated sharp yellow cheddar cheese

8 oz grated Gruyere cheese

1 pound elbow macaroni


Heat oven to 375 degrees. Spray a 3-quart casserole dish with cooking spray; set aside. Place bread in a medium bowl. In a small saucepan over medium heat, melt 2 tablespoons butter. Pour butter into bowl with bread, and toss. Set breadcrumbs aside.

In a medium saucepan set over medium heat, heat milk and whipping cream. In a high-sided skillet, melt remaining 6 tablespoons butter over medium heat. When butter bubbles, add flour. Cook, whisking, 1 minute.

While whisking, slowly pour in warm milk. Continue cooking, whisking constantly, until the mixture bubbles and becomes thick.Remove pan from heat. Stir in salt, nutmeg, black pepper, cayenne pepper, and cheeses. Set cheese sauce aside.

Fill a large saucepan with water; bring to a boil. Add macaroni; cook 2 to 3 minutes less than manufacturer's directions, until the outside of pasta is cooked and the inside is underdone. (Different brands of macaroni cook at different rates; be sure to read the instructions.) Transfer macaroni to a colander, rinse under cold running water, and drain well. Stir macaroni into the reserved cheese sauce.

Pour mixture into prepared dish. Sprinkle breadcrumbs over top. Bake until browned on top, about 30 minutes. Transfer dish to a wire rack to cool 5 minutes; serve hot.

Do you see this ooey, gooey, cheesiness???