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This Au Bon Pain mac and cheese recipe delivers the same creamy, cheesy perfection you crave from your favorite bakery—right in your own kitchen.
The secret lies in a rich, velvety cheese sauce made with a precise blend of sharp cheddar and cream cheese, baked until golden and topped with a crispy breadcrumb crown that adds irresistible texture.
After years of perfecting this dish, I’ve cracked the code for achieving that signature restaurant-quality result at home.
The foundation starts with al dente elbow macaroni, tossed in a luscious cheese sauce that’s thickened just enough to coat every noodle without being gluey.
A touch of mustard powder and a splash of milk create depth, while the baking step transforms the sauce into something even more luxurious—creamy yet firm, with a golden crust that’s impossible to resist. The breadcrumb topping, toasted to a perfect crisp, adds a satisfying crunch that balances the richness.
What you’ll end up with is a dish that’s crispy on top, creamy in the middle, and packed with that unmistakable cheesy flavor that makes this mac and cheese legendary.
It’s the kind of comfort food that feels like a hug in every bite, perfect for family dinners, potlucks, or when you just need a little indulgence. The best part? You don’t need any fancy equipment—just a baking dish and a little patience for the magic to happen.
Serve it warm with a simple side salad or steamed vegetables, and watch it disappear faster than you can say "extra cheese." This recipe is designed to be foolproof, so even if you’ve never made mac and cheese from scratch before, you’ll achieve restaurant-quality results.
Let’s get started on creating your own version of this iconic dish.
Ingredients for au bon pain mac and cheese
Sixteen ingredients that transform into restaurant-quality mac and cheese with crispy perfection.
| Ingredient | Amount | Notes |
|---|---|---|
| Elbow Macaroni 🍝 | 1 ½ lbs | Al dente, cooked separately |
| Sharp Cheddar Cheese 🧀 | 2 cups | Aged 2+ years for depth |
| Cream Cheese 🧀 | 8 oz | Full-fat for richness |
| Whole Milk 🥛 | 1 ½ cups | Warmed for smooth sauce |
| Unsalted Butter 🧈 | ½ cup | Cold, cubed for texture |
| Mustard Powder 🌶️ | 1 tsp | For subtle tang |
| Salt 🧂 | 1 ½ tsp | Diamond Crystal preferred |
| Black Pepper 🌶️ | ½ tsp | Freshly ground |
| Panko Breadcrumbs 🍞 | 1 cup | For crispy crown |
| Garlic Powder 🧄 | ½ tsp | For depth in topping |
| Extra-Virgin Olive Oil 🫒 | 1 tbsp | For breadcrumb crispiness |
| Fresh Parsley 🌿 | ¼ cup | Chopped for garnish |
The cheeses are non-negotiable. Sharp cheddar needs to be aged at least two years for that signature Au Bon Pain bite—Wisconsin or Vermont brands are my go-to. Cream cheese should be full-fat (none of that low-fat nonsense) for that velvety texture. Grab Parmigiano-Reggiano if you want to splurge for the breadcrumb topping—it adds a nutty depth. The elbow macaroni? Barilla or De Cecco are the gold standard—anything else risks mushy noodles. Cook it al dente, then drain and rinse under cold water to stop the cooking.
No sharp cheddar? Pepper jack at half the amount adds heat, but you'll lose that classic flavor. Cream cheese substitute? Mascarpone blended with a splash of milk works in a pinch. The mustard powder is essential—it cuts through the richness and adds that signature tang. Diamond Crystal kosher salt5 minutes at 375°F gives that perfect crisp. Fresh parsley isn't mandatory, but it adds a pop of color and freshness that makes the dish look restaurant-worthy.
This dish tastes even better the next day—make extra if you can. Store leftovers covered in the fridge for 4-5 days, or freeze portions for up to 3 months. The breadcrumb topping loses crispiness when reheated, so I always add fresh toasted panko on top when serving. For serving, I like to run a knife around the edges first—makes those clean slices that look like they came from the bakery. And pro tip: Add a sprinkle of smoked paprika to the breadcrumbs for a smoky twist that pairs perfectly with the creamy sauce.
Why You'll Love This Recipe
- One-Pot Magic: I swear by this recipe because it’s literally one pot—no strainers, no extra bowls, just melt-in-your-mouth elbow macaroni swimming in a velvety sharp cheddar-cream cheese sauce. The butter and milk blend so smoothly, you’ll forget how little effort it took.
- Sharp Cheddar Magic: That tangy, sharp chedddar? It’s the star here. When it melts into creamy silk with the cream cheese, every bite has this perfect balance—rich but not heavy, salty but not overpowering. Honestly, I’ve tried fancier cheeses, but this combo is nailed it.
- Leftovers That Don’t Suck: Between us, most mac and cheese gets rubbery the next day. Not this one. The cream cheese keeps it creamy, and the milk prevents that sad, dry texture. I make a double batch on Sundays—lunches, potlucks, or late-night snacks? Covered.
- Budget Comfort Food: Five ingredients, all pantry staples, and it feeds four for under $8. The butter and milk stretch the cheese into a decadent sauce, so you’re not drowning in cost. Plus, my kids beg for this over takeout—because sometimes, cheap wins.
Step-by-step instructions for Au Bon Pain mac and cheese
This method delivers that iconic crispy breadcrumb crown and velvety baked cheese sauce.
Cook the Elbow Macaroni to Al Dente Perfection
Bring a large pot of water to a rolling boil and salt it generously—it should taste like the ocean. Add the 1.5 lbs elbow macaroni and cook until 1 minute before the package directions specify for al dente. This ensures the pasta stays firm enough to hold its shape when baked later. Reserve 1 cup of the starchy pasta water before draining—this liquid is pure gold for creating a silky sauce.
Don't rinse the pasta after draining. That surface starch is what helps the cheese sauce cling beautifully to every noodle. I like to give the drained pasta a quick shake in the colander to break up any clumps before transferring it to a large mixing bowl.
Create the Ultimate Cheese Sauce Base
In the same pot you cooked the pasta, melt the 0.5 cup unsalted butter over medium heat until it foams. Add the 2 cups sharp cheddar cheese and 8 oz cream cheese, stirring constantly until the cheese melts completely and the mixture becomes smooth. If it looks too thick, add ¼ cup of the reserved pasta water to loosen it.
Here's where the magic happens: stir in the 1.5 cups whole milk, 1 tsp mustard powder, 1.5 tsp salt, and 0.5 tsp black pepper. The mustard powder adds just enough tang to balance the richness, while the salt and pepper ensure every bite is perfectly seasoned. Let the mixture simmer gently for 2-3 minutes until it thickens slightly—you're aiming for a consistency between pudding and heavy cream.
Combine Pasta and Sauce for Maximum Creaminess
Pour the cheese sauce over the drained pasta in the mixing bowl and gently fold everything together using a wooden spoon or rubber spatula. You want to distribute the sauce evenly without breaking the noodles. If the mixture looks too thick, add more reserved pasta water 1 tablespoon at a time until it reaches a smooth, clingy consistency that coats the back of your spoon.
This is the moment that matters: taste and adjust seasoning if needed. The cheese sauce should be rich, slightly tangy from the mustard, and perfectly balanced between salty and peppery. If you're serving this immediately, you can skip the baking step and enjoy it right away—though the crispy crown makes all the difference.
Prepare the Crispy Breadcrumb Crown
In a small bowl, mix together the 1 cup panko breadcrumbs, 0.5 tsp garlic powder, and 1 tbsp extra-virgin olive oil until evenly combined. The olive oil helps create that perfect crispy texture when baked. Spread this mixture evenly over the top of the mac and cheese in the mixing bowl, pressing down gently to ensure good contact with the sauce below.
Here's the thing—this breadcrumb crown needs to be evenly distributed and pressed down firmly. If you skip this step, you'll end up with soft spots instead of that satisfying crunch. For extra flavor, sprinkle the 0.25 cup chopped fresh parsley over the breadcrumbs before baking.
Bake to Golden Perfection
Transfer the mac and cheese to a greased 9x13-inch baking dish and spread it out evenly. Bake in a 375°F preheated oven for 20-25 minutes until the top is deep golden brown and the edges are bubbling. The breadcrumb crown should be crispy enough to stand up to a gentle tug—this is your signal that it's ready.
Let the mac and cheese rest for 5 minutes after baking. This resting period allows the breadcrumb crown to set properly and the cheese sauce to thicken slightly. Serve immediately with a side of crusty bread to soak up any extra sauce—you'll want every last bite of this comforting classic!
Pro Tips For Making Au Bon Pain Mac And Cheese
- Salt the Pasta Water: Use 1 tablespoon salt per 4 quarts of water—this isn’t just flavor, it’s the foundation. I learned this the hard way when my mac came out bland despite the cheddar. Trust me, salty pasta water makes the sauce cling better and taste richer.
- Melt Butter Low and Slow: Warm the butter over medium-low heat until it’s just melted but not browned—this prevents a bitter taste. I used to rush it, and the sauce would taste off. Patience here means a smoother, creamier finish.
- Shred Cheese Fresh: Skip pre-shredded cheese—it’s coated with anti-caking agents that make the sauce grainy. Use a box grater or food processor for sharp cheddar, and add it off the heat to avoid clumping.
- Reserve Some Starchy Water: Before draining the pasta, scoop out ½ cup of the starchy water—this golden liquid is your secret weapon. Stir it into the cheese sauce at the end to bind everything together. It’s the glue that keeps this dish cohesive.
Flavor customization for these flavors
Classic Cheese Variations
For a nutty depth, swap ½ cup sharp cheddar with Parmigiano-Reggiano—it adds a toasty finish that pairs beautifully with the creamy sauce. If you love smoky flavors, replace ½ cup cheddar with smoked Gouda and add ¼ tsp smoked paprika to the breadcrumb mix.
For a spicy kick, blend in ½ cup pepper jack with the cheddar, then top with extra red pepper flakes before baking. 🌶️
Creamy Add-Ins
Boost richness by stirring in 2 oz mascarpone cheese into the sauce for a silkier texture. For a luxurious twist, fold in ½ cup whipped cream just before baking—it creates air pockets that make every bite lighter.
If you prefer lighter mac and cheese, replace ½ cup milk with Greek yogurt and reduce baking time by 5 minutes to prevent drying.
Protein Upgrades
Add crispy bacon by layering ½ cup crumbled bacon between the pasta and sauce, or mix in ½ cup cooked pulled pork for a smoky, hearty version.
For a vegetarian option, fold in ½ cup sautéed mushrooms or roasted butternut squash cubes. Always cook proteins separately to avoid soggy toppings.
Herb & Spice Twists
Brighten the dish with 1 tbsp fresh thyme or rosemary in the breadcrumb mix for an earthy aroma. A pinch of nutmeg in the cheese sauce adds warmth, while lemon zest in the sauce balances richness.
For a Mediterranean flair, mix 1 tsp dried oregano and ½ tsp red pepper flakes into the breadcrumbs. 🌿
Dietary Adaptations
Make it gluten-free by using gluten-free elbow pasta and certified GF panko (like King Arthur’s). For dairy-free, replace cheeses with nutritional yeast, cashew cream, and vegan butter, then bake at 350°F for 15 minutes.
To reduce calories, use low-fat milk and half the butter**, but expect a slightly less creamy result.
Nutrition facts
Frequently asked questions
Why does Au Bon Pain mac and cheese have that signature crispy topping?
The secret lies in the panko breadcrumb crown baked to a perfect golden crisp. The recipe toasts the panko with olive oil and garlic powder before pressing it onto the cheese sauce, creating that satisfying crunch. Baking at 375°F for 20-25 minutes ensures it stays crispy while the sauce underneath remains creamy.
Can I make this mac and cheese ahead of time?
Assemble the dish up to 24 hours ahead and refrigerate uncovered. The next day, cover it with fresh toasted breadcrumbs (bake for 10-15 minutes at 375°F) to restore crispiness. Leftovers keep well for 4-5 days in the fridge, though the breadcrumb topping loses crispness when reheated.
What's the best cheese substitute if I don't have sharp cheddar?
For closest results, use Pepper Jack (½ cup) mixed with 1½ cups mild cheddar. If you prefer nutty flavor, try Gruyère or Comté instead. The mustard powder in the recipe helps balance any milder cheeses—don't skip it! For extra richness, add 2 oz cream cheese to compensate for less sharp cheese.
Why did my breadcrumb topping turn out soggy?
Soggy breadcrumbs usually mean one of two things: either the topping wasn't pressed firmly enough onto the sauce, or the baking time was too short. Press the breadcrumb mix down gently before baking, and check for golden brown edges—this indicates proper crispiness. For extra insurance, bake an additional 5 minutes if needed.
Can I make this mac and cheese without baking?
Yes! For a stovetop version, simply combine the cooked pasta and cheese sauce, then fold in the breadcrumb topping. Heat in a skillet over low heat for 3-4 minutes until the breadcrumbs begin to toast. While not as crispy as the baked version, it's still delicious and perfect for quick meals.