Go Back
+ servings
Ultimate Macaroni and Cheese in skillet with a wooden spoon.

The Ultimate Macaroni and Cheese

Course: Side Dish
Cuisine: American
Keyword: mac n cheese, Skillet Macaroni and Cheese
Prep Time: 15 minutes
Cook Time: 5 minutes
Total Time: 20 minutes
Servings: 8 people
Calories: 426kcal
This is the ultimate macaroni and cheese dish that you are going to love. Creamy and cheesy in the middle...a quick browning under the broiler crisps up the toasted bread crumbs and makes for the perfect flavor combination.
Print Recipe



  • 1 tbsp unsalted butter
  • 1 tbsp olive oil
  • 1 cup coarse fresh bread crumbs use a food processor to make finely chopped bread crumbs...take a French baguette, slice off edges...then finely chop


  • 1/4 stick of unsalted butter
  • 1/4 cup all-purpose flour
  • 2 cups whole milk
  • 1 cup heavy cream
  • 1 tbsp dry mustard
  • 1/2 tsp white pepper
  • 1 tsp Kosher salt
  • 12 oz macaroni about 3 cups of uncooked pasta
  • 1 cup white cheddar cheese grated
  • 1 cup Muenster cheese grated
  • 1 cup smoked Gruyere cheese grated
  • 1 cup gouda cheese grated



  • Heat the butter and oil in a large heavy skillet over medium heat.
  • Add the bread crumbs, stirring until crumbs are golden. About 10 minutes.
  • Transfer to paper towels to drain.
  • Season with a pinch of salt. 


  • Pre-heat oven to 350°F. 
  • Heat a pot of salted water until boiling.
  • Add the macaroni to the boiling water. Cook until al dente...about 12 minutes. Drain.
  • Meanwhile, melt the butter in a large sauce pan (preferably a large cast iron skillet) over medium-high heat.
  • Add flour and cook, whisking, for about 2 minutes.
  • Gradually whisk in milk, cream, mustard, and white pepper and simmer, whisking occasionally, about 5 minutes, or until slightly thickened.  Stir in the salt. 
  • Slowly add the cheese, stiffing constantly.
  • Fold in the cooked macaroni.
  • If not baking in the skillet, transfer the macaroni and cheese mixture into a greased 9"x13"casserole dish.
  • Sprinkle the bread crumbs on the top.
  • Bake for 20 minutes, until bubbly.   Remove from oven and turn broiler on high.  Place dish under broiler for about 1 minute, just to brown the bread crumbs.  Keep an eye on this...don't let it burn as broilers vary!
  • Remove from oven and let rest for 5 minutes.  



Calories: 426kcal