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Creamy, crunchy, and made with 3 different kinds of cheeses make this mac and cheese side dish a delicious delight.

(Last Updated On: September 8, 2022)

This mac and cheese recipe is divine, in fact – and simply put – I can’t stop eating it. It’s creamy, cheesy, a little bit crunchy, and oh so delicious! The “crunch” comes from the bread crumbs that are sprinkled over the top of the mac and cheese. Then when broiled in the oven on high, the bread crumbs become lightly golden brown and toasty. So wonderful!

And another point you will love, besides the great taste, is this mac and cheese recipe is so simple to make and uses only one pot on the stove to cook it all in.

Mac and Cheese

Key Ingredients for Mac and Cheese Recipe

  • 5 cups of whole milk, divided
  • 4 cups of uncooked medium pasta shells
  • 1 teaspoon of salt
  • 1 teaspoon of pepper
  • 2 cups of extra sharp cheddar cheese
  • 1 cup of sharp white cheddar cheese
  • 1/2 cup of parmesan cheese
  • 2 tablespoons of plain bread crumbs
  • Cooking spray
Ingredients for mac and cheese
Ingredients for mac and cheese

Step-By-Step Instructions With Photos

Preparing the Mac and Cheese Pasta Shells

In a large pot, stir 5 cups of whole milk together with 4 cups of uncooked medium pasta shells, 1 teaspoon of salt, and 1 teaspoon of pepper.

Milk, uncooked macaroni shells, salt, and pepper in a pot on the stove.
Milk, uncooked pasta shells, salt, and pepper in a pot.

Then, place the pot on the stove and cook over medium-high heat. Bring the contents to a boil for 9 minutes. Stir constantly so nothing sticks to the pot, and also, stirring prevents the pasta shells from sticking to each other.

Macaroni shells are cooked on the stove on medium-high heat for nine minutes.
Pasta shells are cooked on the stove on medium-high heat for nine minutes.

After 9 minutes, reduce the heat to medium-low and cook for 7 more minutes. All the while, continue to stir the contents. After cooking for 7 minutes, the milk will turn into a thick sauce.

Adding the Cheeses

Add 2 cups of extra sharp cheddar cheese, 1 cup of sharp white cheddar cheese, and 1/2 cup of parmesan cheese together with the thickened milk and cooked pasta shells. Continue to cook on medium-low heat.

Cheddar cheese, white cheddar cheese, and parmesan cheese were added to the cooked pasta shells.
Cheddar cheese, white cheddar cheese, and parmesan cheese were added to the cooked pasta shells.

Stir the cheese together with the pasta shells until well blended.

Mac and cheese cooking on the stove.
Mac and cheese cooking on the stove.

Transfer the mac and cheese from the pot to an oven-safe baking dish. At this point, if you prefer, you can serve the mac and cheese this way without the bread crumbs or follow the instructions below to add the bread crumbs.

Mac and cheese in a bowl.
Mac and cheese in a bowl.

Adding the Bread Crumbs

Sprinkle 2 tablespoons of the plain bread crumbs evenly over the top of the mac and cheese. Then, use your favorite cooking spray and lightly spray across the top of the bread crumbs.

Place the baking dish in the oven and broil on high for about five minutes until the bread crumbs are browned to your liking. Utmost important, keep an eye on the mac and cheese while it is under the broiler.

A bowl of mac and cheese out of the broiler oven
A bowl of mac and cheese after broiling for about 5 minutes.

I absolutely and positively love mac and cheese, but I think my granddaughter loves it more. Well, maybe not, I just know when I need to stop eating it. Our favorites are having mac and cheese as a side dish with pulled pork sandwiches, pepper steak, or meatloaf. Enjoy!

Mac and cheese in a small cup.
Best Mac and Cheese Recipe

Best Mac and Cheese Recipe

Flo
Creamy, crunchy, and made with 3 different kinds of cheeses make this mac and cheese side dish a delicious delight.
5 from 2 votes
Cost $7
Prep Time 5 mins
Cook Time 21 mins
Total Time 26 mins
Course: Side Dish
Cuisine: American
Servings 5

Ingredients
  

  • 5 cups whole milk
  • 4 cups medium pasta shells (uncooked)
  • 1 tsp salt
  • 1 tsp pepper
  • 2 cups extra-sharp cheddar cheese
  • 1 cup sharp white cheddar cheese
  • 1/2 cup parmesan cheese
  • 2 tbsp plain bread crumbs
  • Cooking spray

Instructions
 

Preparing the Mac and Cheese Pasta Shells

  • In a large pot, add milk, uncooked medium pasta shells, salt, and pepper.
  • Cook over medium-high heat. Bring to a boil for 9 minutes, stirring constantly.
  • After 9 minutes, turn the heat to medium-low. Cook for 7 more minutes stirring constantly.

Adding the Cheeses

  • Add the extra sharp cheddar cheese, sharp white cheddar cheese, and parmesan cheese to the thickened milk and cooked pasta shells.
  • Stir until cheese is melted and pasta shells are coated with cheese.

Adding the Bread Crumbs

  • Transfer the mac and cheese into an oven-safe baking dish.
  • Sprinkle the plain bread crumbs over the top of the mac and cheese.
  • Spray cooking spray lightly across the top of the bread crumbs.
  • Place in the oven under the broiler (on high heat) for about five minutes until the bread crumbs are browned to your liking.
  • Keep watching the mac and cheese while it is under the broiler.

Recipe Notes

  • Mac and cheese is a great side dish that goes great with many entrées. Try it with meatloaf or pepper steak, or pulled pork.
Keyword mac and cheese, macaroni and cheese, side dish
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