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grown up mac and cheese on a plate

Grown Up Mac and Cheese

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  • Author: Chef Lisa
  • Yield: 6-8 servings 1x
  • Category: side, pasta
  • Method: stovetop, baked
  • Cuisine: American


The creamy cheesy goodness of grown-up mac and cheese is the ultimate comfort food. The combination of gruyere, white cheddar or fontina, and parmesan make this dish very sophisticated.


  • 1 pound pasta, (macaroni, penne, fusilli or  cavatappi) cooked according to package directions until firm al dente
  • 4 tablespoons butter (divided)
  • 1/2 cup panko
  • 3 tablespoons flour
  • 3 cups milk, (do not use low-fat milk)
  • 2 cloves garlic, minced (about 2 teaspoons)
  • 1 teaspoon white wine vinegar
  • 1/2 teaspoon dijon mustard
  • 1/2 teaspoon dried thyme
  • 1/8 teaspoon cayenne pepper
  • 5 ounces grated gruyere cheese (about 11/2 cups)
  • 8 ounces grated white cheddar or fontina cheese (about 2 cups)
  • 1/4 cup grated parmesan cheese
  • 1/4 teaspoon freshly grated nutmeg
  • 1/2 teaspoon white pepper
  • 1/21 teaspoon kosher salt


  1. Preheat oven to 375°F.
  2. Grease a 2-quart baking dish and set aside.
  3. In a 4-6 quart saucepan over high heat, bring salted water to a boil. Cook the pasta as directed until a firm al dente. (Make sure you undercook pasta by about 2 – 2-1/2 minutes since it will continue to cook in the oven and you don’t want mushy noodles.)
  4. While the pasta is cooking, in a medium saucepan over medium-high heat, melt 1 tablespoon butter. Stir in the panko crumbs and mix until well coated with the butter and begins color and become crispy. Remove the crumbs from the pan for a small bowl and set aside.
  5. Return the medium saucepan to the heat and add the remaining 3 tablespoons of butter, and heat until the butter until it starts to foam.
  6. Whisk in the flour and cook for 2-3 minutes to form a pale roux.
  7. Warm the milk in the microwave for 30 seconds and stir to evenly distribute the heat.
  8. While whisking continually, slowly pour in the warmed milk. (The warmed liquid and even whisking will help prevent lumps from forming. 
  9. Stir in the white wine vinegar, dijon mustard, garlic, thyme and pinch of cayenne pepper. Make sure you stir well when adding the vinegar and other ingredients to keep the milk smooth. Continue stir and let the milk mixture thicken for 3-5 minutes.
  10. Remove the pan from the heat, and gradually stir in the mixture of cheeses, a handful at a time until all the cheese has melted and the sauce is thick and creamy.
  11. Stir in the grated nutmeg and white pepper. Taste and add kosher salt as needed. (Remember the sauce should be seasoned enough to balance with all the pasta.)
  12. Drain the pasta and add it to the cheese mixture. Stir until the pasta is well coated.
  13. Pour the cheese and pasta into the prepared baking dish. Sprinkle the reserved panko crumbs evenly over the top of the dish.
  14. Bake in the preheated oven for 30-35 minutes until the pasta is creamy and the panko crumbs have turned golden brown.
  15. Remove the baking pan from the oven and let cool for 10 minutes to set up then serve.


Note: Store grown-up mac and cheese in a covered container in the refrigerator for 3-5 days.

You can also assemble and then freeze this dish for up to 3 months. You can bake it frozen as long as the pan is oven safe. Bake it covered with foil at 350°F for about 60 minutes, then remove the foil and continue baking for 15-20 minutes more until the edges are bubbly and the topping is brown and crisp.