Ingredients

16 oz elbow macaroni (or any short pasta like shells or penne)
4 tablespoons butter
¼ cup all-purpose flour
3 cups whole milk (or 2%, but avoid skim)
1 cup heavy cream (for extra richness)
2½ cups shredded sharp cheddar cheese
1 cup shredded mozzarella cheese
½ cup grated parmesan cheese
1 teaspoon salt
½ teaspoon ground black pepper
½ teaspoon garlic powder
½ teaspoon mustard powder (optional, enhances cheese flavor)
½ cup breadcrumbs (optional topping)

1 tablespoon melted butter (to mix with breadcrumbs)

Instructions

Step 1: Cook the Pasta

Boil a large pot of water, add a pinch of salt, and cook the macaroni until just al dente — about 1–2 minutes less than the package directions. Drain and set aside.

Step 2: Make the Roux

In a large saucepan, melt the butter over medium heat. Whisk in the flour and cook for 1–2 minutes to remove the raw flour taste. This forms the base for your cheese sauce.

Step 3: Add Milk and Cream

Gradually whisk in the milk and cream. Keep stirring until the mixture thickens and coats the back of a spoon — about 5–7 minutes.

Step 4: Add the Cheese

Turn the heat to low. Stir in shredded cheddar, mozzarella, and parmesan, saving a bit for the top. Add salt, pepper, garlic powder, and mustard powder. Stir until smooth.

Step 5: Combine Pasta and Sauce

Pour the cooked pasta into the cheese sauce. Stir gently until the noodles are fully coated. The mixture should be creamy and thick, not runny.

Step 6: Transfer to Baking Dish

Preheat your oven to 375°F. Grease a 9×13-inch baking dish and pour the cheesy macaroni in. Spread evenly.

Step 7: Add Topping

In a small bowl, mix breadcrumbs with melted butter and the remaining cheese. Sprinkle on top.

Step 8: Bake

Bake uncovered for 25–30 minutes, or until the top is golden brown and the edges are bubbling.

Step 9: Cool and Serve

Let the mac and cheese sit for 5–10 minutes before serving so it sets slightly and becomes even creamier.