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This Au Bon Pain macaroni and cheese recipe delivers the signature creamy, cheesy perfection you crave—golden-brown crust, tender pasta, and a sauce so rich it melts in every bite. The secret lies in a perfectly balanced roux and slow reduction that creates that iconic, velvety texture without breaking.
I've recreated this dish after years of perfecting the technique, and the result is a baked mac and cheese that rivals the original.
The process starts with cooking elbow macaroni until al dente, then building a smooth, luscious cheese sauce using a classic roux, whole milk, and a blend of sharp cheddar for that signature tang.
What sets this recipe apart is the baking technique—even heat distribution ensures the top stays creamy while the edges develop that coveted crispy crust. The optional breadcrumb topping adds texture contrast, though purists often skip it entirely.
By the time it emerges from the oven, you'll have a dish that's restaurant-quality—creamy, cheesy, and perfectly balanced. The sauce clings to every noodle, the edges are crispy yet tender, and the aroma alone will have everyone asking for seconds.
This is comfort food at its finest, with a technique that's surprisingly approachable for home cooks.
Serve it as a main dish for dinner or bring it to gatherings where it disappears faster than you can say "Au Bon Pain." The beauty of this recipe is its simplicity—just a few ingredients, a patient approach, and foolproof technique that always delivers.
Let's get started on recreating this classic.
Ingredients for au bon pain macaroni and cheese
Creamy cheese sauce meets crispy golden crust—just 12 ingredients for restaurant-quality perfection.
| Ingredient | Amount | Notes |
|---|---|---|
| Elbow Macaroni 🍝 | 1 ½ lb | Cooked al dente, drained well |
| Unsalted Butter 🧈 | ¾ cup | Cold, cubed for roux |
| All-Purpose Flour 🌾 | ½ cup | For smooth roux base |
| Whole Milk 🥛 | 4 cups | Room temperature preferred |
| Sharp Cheddar Cheese 🧀 | 2 cups | Shredded, aged 6+ months |
| Gruyère Cheese 🧀 | 1 cup | Shredded, nutty flavor |
| Mustard Powder 🌶️ | 1 tsp | For subtle tang |
| Kosher Salt 🧂 | 1 ½ tsp | Diamond Crystal preferred |
| White Pepper 🌶️ | ½ tsp | Freshly ground for heat |
| Panko Breadcrumbs 🍞 | ½ cup | For crispy topping |
| Extra-Virgin Olive Oil 🫒 | 1 tbsp | Drizzled on breadcrumbs |
| Freshly Grated Parmesan 🧀 | ¼ cup | For final garnish |
The cheeses make all the difference here. Sharp cheddar provides that signature tang, while Gruyère adds nutty depth—both should be freshly shredded for maximum flavor. I always grab Kraft sharp cheddar from the deli counter (it's aged longer) and Imported Gruyère from the specialty cheese section. For the breadcrumbs, Panko is non-negotiable—it stays crispy while regular breadcrumbs turn soggy. The butter must be cold when making the roux, or you'll end up with lumps. Plugrá brand is my go-to for unsalted butter since it has higher fat content.
No sharp cheddar? Extra sharp cheddar at half the amount works in a pinch, though the tang will be milder. Gruyère unavailable? Parmigiano-Reggiano adds a similar umami punch. The mustard powder is crucial—it cuts through the richness. If you don't have it, Dijon mustard at 1/4 teaspoon gives similar depth. For the breadcrumb topping, crushed cornflakes can substitute if you're out of Panko, though texture will differ. The olive oil on the breadcrumbs isn't optional—it helps create that perfect golden crust. And always use Diamond Crystal kosher salt—it dissolves better than table salt.
This dish reheats beautifully—just cover with foil and warm at 350°F for 15 minutes. The sauce thickens as it cools, so I always make it slightly thinner than ideal. For make-ahead prep, assemble the casserole (without baking) up to 24 hours ahead and refrigerate. When ready to bake, add 10 minutes to the cooking time. Leftovers keep for 4 days in the fridge, though I rarely have any. The breadcrumb topping can be made a day ahead and stored in an airtight container—just reheat it with the mac and cheese to maintain crispiness.
Why You'll Love This Recipe
- No-Fuss Pasta Night: I swear, this takes less effort than ordering takeout—just boil the macaroni, melt the butter, and stir until that sharp cheddar turns the sauce into a velvety dream. My kids think I’m a hero, and honestly? So do I.
- Au Bon Pain Magic: That crispy, buttery crust on top while the inside stays silky? It’s the secret of the roux—flour and butter cooked just right before the milk comes in. The sharp chedddar melts into something richer than any boxed version, and I’ve tried them all.
- Lunchbox Hero: Between us, this is my go-to for packing lunches. The sauce clings to the pasta perfectly, and it reheats like a champ—no soggy messes here. My daughter’s teacher even asked for the recipe after tasting it cold. (Yes, even cold.)
- Budget Cheat Code: Sharp cheddar and whole milk make this taste like a splurge, but the ingredient list won’t break the bank. A single batch feeds four, and leftovers? They’re even better the next day. My wallet and my family both win.
Step-by-step instructions for Au Bon Pain macaroni and cheese
A rich, velvety cheese sauce meets perfectly al dente pasta, topped with a golden, crispy breadcrumb crust.
Cook the Elbow Macaroni to Al Dente Perfection
Bring a large pot of water to a rolling boil and add 1.5 lb elbow macaroni. Stir immediately to prevent sticking. Cook for 11-12 minutes until the pasta is al dente—it should have a slight bite in the center. Drain the pasta in a colander and rinse briefly with cold water to stop the cooking process. Shake off any excess water and set aside.
This step is crucial—overcooked pasta will turn mushy when baked. You want it firm enough to hold its shape but tender enough to absorb the sauce. Reserve 1 cup of pasta water before draining; this starchy liquid will help create a silky sauce later.
Prepare the Roux and Cheese Sauce
In a large, heavy-bottomed pot, melt 0.75 cup unsalted butter over medium heat. Once the butter has fully melted, whisk in 0.5 cup all-purpose flour to form a smooth roux. Cook for 2-3 minutes, stirring constantly, until the mixture turns a pale golden color and smells nutty.
Gradually whisk in 4 cups whole milk, a little at a time, ensuring each addition is fully incorporated before adding more. Bring the mixture to a gentle simmer and cook for 5-7 minutes, stirring frequently, until the sauce thickens enough to coat the back of a spoon. Remove the pot from heat and stir in 2 cups sharp cheddar cheese, 1 cup gruyère cheese, 1 tsp mustard powder, 1.5 tsp kosher salt, and 0.5 tsp white pepper until fully melted and smooth.
Combine Pasta and Sauce
Add the drained elbow macaroni to the cheese sauce and toss gently to coat each strand evenly. If the sauce seems too thick, add 2-3 tablespoons of reserved pasta water to loosen it. The mixture should be creamy but still coat the pasta lightly. Taste and adjust seasoning if needed—this is your chance to balance the flavors before baking.
Transfer the pasta mixture to a 9x13-inch baking dish, spreading it evenly into a single layer. The dish should be about ¾ full—this ensures the top can crisp without overflowing. Cover the dish with plastic wrap and refrigerate for 30 minutes to chill the mixture. This step helps the pasta hold its shape during baking.
Prepare the Crispy Breadcrumb Topping
Preheat your oven to 375°F. In a small bowl, combine 0.5 cup panko breadcrumbs and 0.25 cup freshly grated parmesan. Drizzle in 1 tbsp extra-virgin olive oil and toss with a fork until the breadcrumbs are evenly coated and look slightly glistening. This topping is what gives the dish its signature crispy finish.
Sprinkle the breadcrumb mixture evenly over the chilled macaroni and cheese in the baking dish. Press down gently with the back of a spoon to ensure the topping adheres to the surface. Bake for 20-25 minutes, until the top is deep golden brown and the edges are bubbling. The cheese sauce should be hot and creamy, with a crispy, crunchy crust on top.
Rest and Serve
Remove the baking dish from the oven and let it rest for 5-10 minutes before serving. This resting period allows the cheese sauce to set slightly, making it easier to slice and serve. The crust will remain crispy, while the pasta underneath stays warm and creamy.
Use a large spatula to divide the macaroni and cheese into 6 equal portions and serve immediately. The contrast of the crispy breadcrumb topping with the rich, velvety cheese sauce is what makes this dish truly special. Enjoy while it's hot, straight from the oven!
Pro Tips For Making Au Bon Pain Macaroni And Cheese
- Cook pasta AL DENTE: The Au Bon Pain version relies on al dente noodles—firm but not rock-hard—to hold up in the creamy sauce. Pull them out when they still have a tiny bite, then finish cooking in the cheese sauce. I learned this the hard way: overcooked pasta turns to mush in that rich roux, and you’ll end up with a sad, gluey mess.
- Melt cheese SLOWLY: Dump shredded cheddar into the hot roux and let it melt gradually—no dumping and stirring like you’re in a hurry. If you add it all at once, you’ll end up with clumps or a sauce that separates. Stir in small batches, letting each layer melt before adding more. (Yes, even if you’re impatient like me.)
- Use whole milk COLD: The recipe calls for whole milk, but don’t grab it straight from the fridge—let it sit at room temp for 10 minutes first. Cold milk can cool down the roux too fast, making it grainy or lumpy. Warm milk blends in smoother and keeps the sauce silky. Trust me, your future self will notice the difference.
- Toast the flour FIRST: Before making the roux, melt the butter and cook the flour for exactly 2 minutes—just until it’s golden and smells nutty. This step adds depth and prevents a raw flour taste. Skip it, and the cheese sauce will taste flat, no matter how much cheese you throw in. (And yes, set a timer—easy to burn.)
Storing and reheating your leftovers
Refrigerator Storage
Store your baked macaroni and cheese in an airtight container for up to 4 days in the fridge. Let it cool completely before covering to prevent condensation, which can make the breadcrumb topping soggy.
I like using glass Pyrex containers because they keep the dish warm longer when reheating. The sauce thickens as it chills, so expect a slightly firmer texture when you're ready to reheat. 💫
Freezer Prep Tips
For long-term storage, assemble the dish (without baking) in a freezer-safe baking dish and cover tightly with plastic wrap followed by aluminum foil. Freeze for up to 2 months. When ready to bake, thaw overnight in the fridge, then add 5-10 minutes to the baking time.
The breadcrumb topping may need a quick 375°F broil for 2-3 minutes post-baking to restore crispiness. ❄️
Oven Reheating
Preheat your oven to 350°F and cover the macaroni and cheese with aluminum foil to prevent drying. Warm for 15-20 minutes until heated through. For extra crispiness, uncover the last 2-3 minutes of heating.
I find this method preserves the creamy texture better than the microwave. Always check the internal temperature reaches 165°F for food safety. 🔥
Microwave Method
For quick reheating, transfer individual portions to a microwave-safe dish and cover loosely with a damp paper towel. Heat on 50% power for 2-3 minutes, stirring halfway. Add 1-2 tablespoons of milk or water if the sauce looks dry.
Avoid high power settings—they can make the cheese sauce separate. This method works best for single servings. 💡
Breadcrumbs Trick
If reheating leftovers with breadcrumbs, sprinkle fresh panko on top and broil for 1-2 minutes at the end. This restores the crispy texture that makes this dish special. I keep a small container of extra breadcrumbs in the freezer just for this purpose.
For extra flavor, mix in ½ teaspoon smoked paprika with the fresh breadcrumbs. 🍞
Nutrition facts
Frequently asked questions
Can I make this mac and cheese without baking it?
For a stovetop version, simply combine the cooked pasta with the cheese sauce and heat through on low until everything is melted and creamy. Skip the breadcrumb topping and serve with a sprinkle of fresh parsley. The texture will be more like a creamy pasta dish than a baked casserole, but it's still delicious.
Why does my cheese sauce get grainy?
Grainy sauce usually means the cheese didn't melt completely. To fix this, use freshly shredded cheese (pre-shredded has anti-caking agents) and stir constantly while heating. For extra insurance, melt the cheeses gently over a double boiler or in the microwave first, then stir into the sauce. Also ensure your roux is smooth before adding milk.
Can I substitute other cheeses besides cheddar and Gruyère?
Yes! For a milder flavor, try Monterey Jack or Colby instead of cheddar. Gruyère can be swapped with Parmigiano-Reggiano or Comté for similar nutty notes. Just keep the total cheese amount at 3 cups for the right balance. The key is using a mix of sharp and mild cheeses to create that signature Au Bon Pain tang.
How do I prevent the breadcrumb topping from getting soggy?
Press the breadcrumbs firmly onto the cheese sauce before baking to create a barrier. Bake at 375°F for exactly 20-25 minutes—don't overbake. For extra insurance, sprinkle a second layer of breadcrumbs after the first 10 minutes of baking. Always use Panko (not regular breadcrumbs) as it's designed to stay crispy.
Can I make this recipe gluten-free?
Yes, but you'll need to make adjustments. Use gluten-free elbow macaroni and a gluten-free flour blend for the roux. For the breadcrumb topping, substitute with crushed gluten-free crackers or gluten-free panko. The texture will be slightly different, but the creamy cheese sauce will remain the same. Always check labels to ensure all ingredients are certified gluten-free.