The Ultimate Baked Mac and Cheese with Crispy Cornflake Topping

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Creamy, cheesy, and baked until bubbly, this mac and cheese is anything but ordinary. Ok technically it’s ‘shells and cheese’ but who searches for that? Let’s just be real for a minute, shells are superior.

This mac and cheese is topped with crunchy, buttery cornflakes that gives every bite the perfect contrast of texture and flavor. Think classic comfort food with a fun twist. Perfect for potlucks, holiday dinners, or just a next-level weeknight meal.

How I Make It

Start by cooking your pasta is very salty water, but leave it a little underdone because it will finish cooking in the oven. Nobody wants overcooked noodles in their mac.

While the pasta boils, make the cheese sauce. Melt butter in a pot, add flour, and whisk it into a smooth roux. Slowly pour in warmed milk while whisking. Let it simmer until the sauce thickens up. Add Dijon mustard, nutmeg, paprika, and salt for that extra depth of flavor.

Now comes the cheese. All 7 cups of it. I shredded up all my favorite cheeses up in a food processor. Set 1.5 cups of that cheese to the side for layering later. Add the 5.5 cups of cheese slowly so it melts smoothly into the sauce. Once it is totally creamy, mix in the pasta shells.

In a 9 x 13 pan (I love these casserole dishes!), layer half the mac and cheese, sprinkle on an extra 1.5 cups of cheese, then top with the rest of the mac.

For the topping, melt some butter and stir in crushed cornflakes, fresh thyme, Parmesan, and a pinch of salt. Let it toast for a minute or two to bring everything to life. Spread it over the mac and cheese.

Bake until the top is golden and the edges are bubbling.

What type of cheese works best for mac and cheese?

This has been a topic of debate in out house for quote some time. My kids are picky when it comes to mac and cheese, surprisingly so. You would think kids would love any mac and cheese, right? Wrong. We have discovered that we don’t like using sharp cheddar or anything pre-shredded in our mac n cheese. A combination of softer, fresh, and melty cheeses works best. For this recipe, I landed on a creamy cheddar, a monterey and colby jack blend, and finished it of with some gouda & gruyere for that extra tang. I think fontina would also work beautifully in this blend. Feel free to get creative here!

Tips

• Freshly shredded cheese melts better than pre-shredded
• Swap in panko if you do not have cornflakes
• Let the dish rest for about 10 minutes before digging in so the sauce can set

Make Ahead Suggestions

• Assemble the mac and cheese without the topping, cover tightly, and refrigerate up to 2 days ahead
• Store the cornflake topping separately in a sealed container at room temperature
• When ready to bake, let the casserole sit out for 30 minutes, top with the cornflakes, and bake as directed
• You can also freeze the assembled mac and cheese (without the topping) for up to 2 months. Thaw overnight in the fridge before baking

The Ultimate Baked Mac and Cheese with Crispy Cornflake Topping

This baked mac and cheese features a rich cheese sauce, tender pasta shells, and a crispy, buttery cornflake topping. A comfort food classic with a flavorful twist.

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Prep Time 20 minutes mins

Cook Time 45 minutes mins

Total Time 1 hour hr 5 minutes mins

Servings: 6

Course: Side Dish

Cuisine: American

Ingredients Method Video Notes

Ingredients

  

Mac and Cheese:

• 1 lb shell pasta
• 5 tbsp butter
• 1/3 cup flour
• 4 cups warmed milk
• 1/2 tbsp Dijon mustard
• 1/4 tsp nutmeg
• 1/2 tsp salt
• 7 cups shredded cheese 4 cups cheddar, 1 cup Monterey Jack, 1 cup Gruyère, 1 cup gouda. I ended up mixing all that cheese together to make a blend. Reserve 1.5 cups for layering
• 1/2 tsp paprika
• Salt and pepper to taste

Cornflake Topping:

• 3 tbsp butter
• 2 cups crushed cornflakes
• 2 tsp fresh thyme
• 1/4 cup Parmesan
• Pinch of salt

Notes

Doubling Notes:

I doubled this for my friendsgiving but it made A LOT. I managed to put it all into my largest baking dish. I also doubled the cornflake crust but since I put it all into one dish, I had more cornflake crust then I needed. 

Method

 

1. Cook pasta in salty water until al dente so it can finish cooking in the oven.
2. Melt butter, whisk in flour, and slowly add warmed milk to make a roux. Simmer to thicken.
3. Stir in mustard, nutmeg, paprika, and salt.
4. Add all but 1.5 cups of the shredded cheese gradually until melted and smooth.
5. Toss cheese sauce with pasta.
6. Layer half the mac and cheese in a 9 x 13 pan, sprinkle with reserved 1.5 cups of cheese, then top with remaining mac.
7. Melt butter for topping, add cornflakes, thyme, Parmesan, and salt. Toast lightly.
8. Spread topping over mac.
9. Bake at 350°F for 30 minutes until golden and bubbly.

Video