Bring a large pot (at least 6 quarts) of water to a rolling boil. Add 1 tablespoon kosher salt. Add 16 oz elbow macaroni and cook until just shy of al dente according to package directions (typically 7–9 minutes). Stir occasionally to prevent sticking. Reserve 1 cup of the pasta cooking water, then drain the pasta and set aside.

Cook the pasta

In a large heavy-bottomed saucepan or Dutch oven over medium heat, melt 4 tablespoons unsalted butter. Once foaming subsides, add 4 tablespoons all-purpose flour and whisk constantly for 1–2 minutes until the mixture is bubbly and raw-flour smell is gone but not browned.

Make the roux

Slowly whisk in 3 cups whole milk and 1 cup heavy cream a little at a time to avoid lumps. Bring the mixture to a gentle simmer over medium-low heat, whisking frequently, until it thickens enough to coat the back of a spoon, about 4–6 minutes.

Add milk and cream

Stir in 1 teaspoon dry mustard powder, 1 teaspoon garlic powder, 1 teaspoon ground black pepper, and a pinch of nutmeg. Add 1 teaspoon Worcestershire sauce and 1 teaspoon hot sauce if using. Taste and adjust seasoning with more salt and pepper if needed.

Season the sauce

Reduce heat to low. Cut 4 ounces softened cream cheese into pieces and whisk into the sauce until smooth. Remove the pan from heat and gradually stir in 4 cups shredded sharp cheddar and 1 cup mild cheddar, a handful at a time, stirring until melted and smooth. If the sauce seems too thick, whisk in up to 1/2 cup of the reserved pasta water, 1 tablespoon at a time, until desired consistency is reached.

Finish the cheese sauce

Add the drained pasta to the cheese sauce and gently fold to coat evenly. Warm through on low heat for 1–2 minutes. Taste and adjust seasoning. If the mixture needs loosening, stir in more reserved pasta water, up to the remaining 1/2 cup.

Combine pasta and sauce

Preheat the oven to 375°F (190°C). In a small bowl, combine 1 cup panko breadcrumbs, 2 tablespoons melted butter, 2 tablespoons grated Parmesan, 1 tablespoon chopped parsley, and 1 teaspoon smoked paprika (if using). Mix until crumbs are evenly coated.

Prepare topping

Transfer the mac and cheese to a 9x13-inch baking dish or individual ramekins. Sprinkle the panko mixture evenly over the top. Bake in the preheated oven until the topping is golden and the filling is bubbling around the edges, 18–22 minutes. For a crispier top, broil on high for 1–2 minutes watching carefully to avoid burning.

Assemble and bake

Remove from oven and let rest 5 minutes before serving. Garnish with additional chopped parsley if desired. Serve hot.

Rest and serve

elbow macaroni

kosher salt (for pasta water)

unsalted butter

all-purpose flour

whole milk

heavy cream

dry mustard powder

garlic powder

ground black pepper

nutmeg (freshly grated or ground)

sharp cheddar cheese, shredded

mild cheddar cheese, shredded

cream cheese, softened

Worcestershire sauce

hot sauce (optional)

panko breadcrumbs

unsalted butter, melted

grated Parmesan

finely chopped parsley (optional)

smoked paprika (optional)

Pirate Pak Macaroni & Cheese

Make Pirate Pak Macaroni & Cheese Recipe in just 55m. A classic favourite.

Pirate Pak Macaroni & Cheese Recipe

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