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No-Bake Mac and Cheese Recipe with Panko Bread Crumb Topping

07/16/2025
Cheese
Total time: 20 min
Prep time: 10 min
Cook time: 10 min
Servings: 6
No-bake mac and cheese on a plate and in a dish with a glass of milk in the background
Cheese Butter Milk

When time or oven space is limited, this no bake mac and cheese with bread crumbs offers a rich and satisfying solution. It delivers all the creamy comfort and golden crisp topping you expect from classic mac and cheese without needing to bake it in the oven.

The secret to its indulgent texture lies in the combination of ingredients. A generous amount of butter adds richness throughout, while a trio of different types of cheeses including cream cheese, American cheese, and sharp cheddar melts together into a smooth flavorful sauce. A touch of onion and ground mustard deepens the savory flavor without overpowering it, creating a sauce that clings perfectly to every bite of macaroni.

Finished with crispy panko bread crumbs toasted with melted butter and paprika, this dish brings together softness and crunch in every bite. It is a simple yet crowd-pleasing way to serve up comfort food with familiar ingredients and bold flavor.

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Ingredients:

  • 3/4 Cup Panko Bread Crumbs
  • 5 Tablespoons Butter , divided
  • 1/4 Teaspoon Paprika
  • 3 Cups Elbow Macaroni
  • 1/2 Cup Yellow Onion , finely chopped
  • 3 Tablespoons All Purpose Flour
  • 3 Cups Whole Milk
  • 1/2 Teaspoon Salt
  • 1/4 Teaspoon Ground Black Pepper
  • 1 Teaspoon Ground Mustard
  • 4 Ounces Cream Cheese , cut into chunks
  • 2 Cups Shredded American Cheese
  • 2 Cups Shredded Cheddar Cheese
See preparation

Directions:

  1. Preheat the broiler. Melt 2 tablespoons of the butter. Stir together the panko, the melted butter, and the paprika in a small bowl; set aside.
  2. Cook the elbow macaroni according to the package directions in a large saucepan; drain and return to the saucepan. Cover and keep warm.
  3. Meanwhile, for the cheese sauce, melt the remaining 3 tablespoons butter in a large saucepan over medium heat.
  4. Cook the onion in the hot butter until soft, 5 to 6 minutes. Stir in the flour and cook, stirring constantly, for 1 to 2 minutes.
  5. Add the milk all at once, stirring constantly. Cook and stir over medium heat until slightly thickened and bubbly, 4 to 5 minutes. Add the salt, pepper, mustard, and cream cheese; whisk until smooth.
  6. Remove from the heat. Add the shredded American and Cheddar cheeses in handfuls, whisking constantly until each handful is melted before adding the next one.
  7. Immediately pour the cheese sauce over the cooked macaroni and toss gently to coat.
  8. Spoon into a 3‑quart casserole dish. Quickly sprinkle the panko bread crumbs over the mac and cheese.
  9. Broil 6 inches from the heat for 1 to 2 minutes or until golden brown.
  10. Let the mac and cheese with panko stand for 5 minutes before serving.

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