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Ingredients
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Pasta & Finish
Cheese Sauce (Roux + Milk + Cheese)
Optional Topping (Crisp Breadcrumbs)
Method
Pasta & Finish
Cook pasta
Bring a large pot of water to a rolling boil. Add 1 tablespoon salt. Add 12 oz elbow macaroni and cook until just shy of al dente (about 1 minute less than package directions), usually 7-8 minutes. Stir occasionally to prevent sticking.
Reserve 1 cup of the starchy pasta cooking water, then drain the pasta in a colander. Return drained pasta to the empty pot off the heat. Stir in 1 tablespoon butter to coat the noodles while you finish the sauce. Keep warm.
After combining pasta with sauce (see Cheese Sauce section), taste and adjust seasoning with freshly ground black pepper (about 1 tsp) and additional salt if needed.
Cheese Sauce (Roux + Milk + Cheese)
Make roux
In a medium heavy-bottomed saucepan over medium heat, melt 3 tablespoons unsalted butter. Once foaming but not browned, add 3 tablespoons all-purpose flour and whisk continuously for 1 to 2 minutes until the raw flour smell cooks off and the mixture turns a pale golden color.
Add milk
Slowly pour in 2 cups whole milk and 1 cup half-and-half while whisking constantly to prevent lumps. Increase heat slightly and bring mixture to a gentle simmer (do not boil). Continue to whisk until the sauce thickens and coats the back of a spoon, about 4-6 minutes.
Season sauce
Whisk in 1 teaspoon dry mustard powder, 1 teaspoon onion powder, 1 teaspoon Worcestershire sauce, and 1 teaspoon sea salt. Taste and adjust seasonings as desired.
Temper and add cheese
Lower heat to low. Remove the saucepan from direct heat for 30 seconds to reduce temperature, then gradually add the grated cheeses (3 cups sharp cheddar and 1 cup Gruyère) in small handfuls, stirring or whisking after each addition until fully melted and smooth. If the sauce becomes too thick, whisk in up to 1/2 cup reserved pasta water a few tablespoons at a time to reach desired creaminess.
If you prefer a silkier texture, pass the finished sauce through a fine mesh sieve or use an immersion blender briefly to eliminate small lumps, then return to low heat.
Pour the hot cheese sauce over the warm drained pasta in the pot. Gently stir to combine so every piece of pasta is coated. If the sauce seems tight, add more reserved pasta water, 1-2 tablespoons at a time, until creamy and cohesive.
Preheat the broiler (or oven to 425°F / 220°C if baking). In a small bowl, combine 1 cup panko breadcrumbs with 2 tablespoons melted butter and 1 teaspoon paprika. Toss until evenly moistened.
If serving stovetop mac & cheese, sprinkle the breadcrumb mixture over the top and place under the broiler 2-3 inches from the heat for 1-3 minutes until golden and crispy—watch closely to avoid burning. If you prefer baked, transfer the mac & cheese to a buttered 9x13-inch baking dish, top evenly with the breadcrumb mixture, and bake at 425°F (220°C) for 12-15 minutes until bubbling and golden.