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This Au Bon Pain macaroni and cheese recipe delivers the legendary combination of crispy breadcrumb crown and gooey, creamy cheese that made it a diner classic. The secret lies in a perfectly balanced cheese sauce—rich, velvety, and just thick enough to cling to every noodle without breaking.
I've perfected the technique over years of testing, ensuring the breadcrumbs achieve that signature golden crunch while the cheese stays gloriously stretchy.
The foundation starts with a classic roux-based sauce that develops deep, nutty flavor from sharp cheddar and Gruyère, then gets elevated with a touch of cream cheese for that signature Au Bon Pain creaminess.
The pasta cooks just until al dente to prevent mushiness, and the baking process transforms the breadcrumb topping into a crispy, caramelized crown that contrasts beautifully with the soft cheese underneath. Every bite delivers that perfect balance of textures—crispy, creamy, and comforting all at once.
What makes this recipe truly special is how it captures the soul of the original while making it accessible for home cooks. You don't need any fancy equipment—just a baking dish and a little patience for the breadcrumbs to achieve that perfect golden color.
The result is a mac and cheese that's rich enough to satisfy cravings but still light enough to serve as a main dish. It's the kind of comfort food that brings people back for seconds—and thirds.
Whether you're making it for a family dinner or a special occasion, this recipe delivers restaurant-quality results with minimal effort. The breadcrumb topping adds that professional touch that takes it from ordinary to extraordinary.
Ready to make the best mac and cheese of your life? Let's get started with the ingredients and technique that make this recipe legendary.
Ingredients for au bon pain macaroni and cheese
Sixteen ingredients for legendary comfort—crispy crown over velvety cheese perfection.
| Ingredient | Amount | Notes |
|---|---|---|
| Elbow Macaroni 🍝 | 1 ½ lb | Medium or jumbo size preferred |
| Unsalted Butter 🧈 | ¾ cup | Cold, cut into small cubes |
| All-Purpose Flour 🌾 | ¼ cup | For roux, use high-quality flour |
| Sharp White Cheddar Cheese 🧀 | 3 cups | Shredded, block preferred |
| Gruyère Cheese 🧀 | 1 cup | Shredded, aged 18 months minimum |
| Cream Cheese 🧈 | 4 oz | Full-fat, room temperature |
| Whole Milk 🥛 | 1 ½ cups | Warm for best results |
| Yellow Mustard 🍯 | 1 tbsp | For tangy depth |
| Garlic Cloves 🧄 | 2 cloves | Minced, fresh preferred |
| Salt 🧂 | 1 ½ tsp | Diamond Crystal preferred |
| Ground Black Pepper 🌶️ | ½ tsp | Freshly ground |
| Panko Breadcrumbs 🍞 | 1 ½ cups | For crispy crown |
| Extra-Virgin Olive Oil 🫒 | 2 tbsp | For breadcrumb crispiness |
| Dried Parsley 🌿 | 1 tsp | For garnish |
The cheeses are non-negotiable here. Gruyère brings that nutty depth, while sharp cheddar delivers the tang. Whole Foods or specialty cheese shops have the best aged Gruyère—look for blocks with visible crystals. Cream cheese adds that signature Au Bon Pain creaminess, so don't skimp on the full-fat version. For the breadcrumbs, Panko from Trader Joe's gives you that perfect crunch without the oiliness of regular breadcrumbs. The butter needs to be cold when you make the roux—trust me on this, it's what keeps the sauce from breaking.
No Gruyère? Comté cheese works in a pinch, but you'll lose some of that signature nutty flavor. Pre-shredded cheese? Ditch it—it's full of anti-caking agents that make the sauce grainy. The mustard is key for that tangy depth, but if you're avoiding it, lemon juice at half the amount works. For the breadcrumb crown, you can use regular breadcrumbs mixed with a little cornstarch for extra crispiness, but Panko is worth the small splurge. And if you're making this ahead, assemble everything except the breadcrumbs—just add them before baking.
This reheats beautifully—honestly tastes better the next day once everything melds together. Keeps 4-5 days in the fridge, freezes for 3 months if you portion it right. I always make a double batch because it disappears faster than you can say 'crispy crown.' Store the breadcrumbs separately if you're prepping ahead—they'll stay crispy longer. And if you're serving a crowd, double the breadcrumb mixture—everyone wants seconds of that golden crunch.
Why You'll Love This Recipe
- No Fuss, Big Payoff: I swear by this method—just toast the pasta in butter until golden, then toss it into a roux made from the same butter, flour, and a splash of milk. Five minutes of hands-on work, and the rest simmers while you do dishes.
- That Crispy-Creamy Magic: The Gruyère melts into a velvety blanket, while the sharp cheddar adds just enough bite. Honestly? That first bite where the edges are toasty and the center’s still gooey? It’s the kind of mac and cheese that makes you pause mid-bite.
- Weeknight Hero: Between us, this is my go-to when I’m too tired to think. It reheats beautifully for lunchboxes or a quick dinner—just add a side of steamed broccoli if you’re feeling fancy. (I usually don’t.)
- Pantry Staple Power: You’re already using ingredients you’ve got—no specialty items, no last-minute grocery runs. The butter and flour are the stars, but the cheeses? They stretch every dollar into something restaurant-worthy. Leftovers? Even better the next day.
Step-by-step instructions for Au Bon Pain macaroni and cheese
Here's the method that delivers that iconic crispy breadcrumb crown over gooey, cheesy perfection.
🍳 Step 1: Cook the Elbow Macaroni to Al Dente
Bring a large pot of water to a rolling boil and add 1.5 lb elbow macaroni. Season the water generously with salt—it should taste like the ocean. Cook the pasta until it's 1 minute shy of the package directions for al dente. You want it to have a slight bite when you test it, because it'll finish cooking in the oven.
Before draining, reserve 1 full cup of pasta water. This starchy liquid is essential for creating a silky sauce later. Drain the pasta and return it to the pot, shaking it gently to break up any clumps. The pasta should be hot when you add it to the cheese mixture—this helps create that perfect creamy texture.
🍳 Step 2: Make the Creamy Cheese Sauce
In a large, heavy-bottomed pot, melt 0.75 cup unsalted butter over medium heat. Once melted, whisk in 0.25 cup all-purpose flour to form a roux. Cook for 2-3 minutes, stirring constantly, until the mixture turns a pale golden color and smells nutty. This is your flavor foundation—don't rush this step.
Gradually whisk in 1.5 cups warm whole milk, adding it slowly at first to prevent lumps. Stir continuously until the mixture thickens and coats the back of a spoon. Remove from heat and stir in 3 cups sharp white cheddar cheese, 1 cup gruyère cheese, and 4 oz cream cheese until completely melted and smooth. The sauce should be rich and velvety—if it's too thick, whisk in a splash of the reserved pasta water to loosen it.
🥘 Step 3: Combine Pasta and Cheese
Add the drained, hot pasta to the cheese sauce and stir gently to coat each piece evenly. Fold in 1 tbsp yellow mustard and 2 minced garlic cloves, then season with 1.5 tsp salt and 0.5 tsp freshly ground black pepper. The mustard adds a subtle tang that balances the richness, while the garlic infuses deep flavor. Taste and adjust seasoning if needed—this is where you can really customize it to your preference.
Transfer the macaroni and cheese to a 9x13-inch baking dish, spreading it out evenly. The dish should be about ¾ full—this gives room for the breadcrumb topping to crisp up properly. Smooth the top with a spatula for an even surface.
🔥 Step 4: Add the Crispy Breadcrumb Crown
In a separate bowl, mix 1.5 cups panko breadcrumbs, 2 tbsp extra-virgin olive oil, and 1 tsp dried parsley. The olive oil helps create that golden, crispy texture we're after. Sprinkle this mixture evenly over the top of the macaroni and cheese, pressing down gently to help it adhere. You want a thick, even layer—this is what creates that signature crispy crown.
Bake at 375°F for 20-25 minutes, until the top is deep golden brown and the edges are bubbling. The cheese should be melted and gooey underneath, with that perfect crispy texture on top. If the breadcrumb isn't brown enough after 20 minutes, broil for 1-2 minutes on high, watching closely to avoid burning.
⏰ Step 5: Rest and Serve
Remove from the oven and let the macaroni and cheese rest for 5-10 minutes before serving. This resting time allows the cheese to set slightly and makes it easier to slice. The breadcrumb topping will be crispy and golden, while the cheese underneath remains creamy and rich.
Serve immediately with a side of crusty bread or a simple green salad. Each bite should deliver that perfect combination of crispy, cheesy goodness. The secret here is the breadcrumb topping—it's what makes this macaroni and cheese truly special and worth the effort.
Pro Tips For Making Au Bon Pain Macaroni And Cheese
- Cook Pasta Al Dente: The sauce will cling better and the texture stays firm if you pull the elbow macaroni out just before it’s fully tender—like when it still has a tiny bite. Overcooking makes it gummy, and no one wants that in a creamy masterpiece.
- Grate Cheese Fresh: Pre-shredded cheese has anti-caking agents that make the sauce grainy. Use a box grater for sharp white cheddar and Gruyère—it melts smoother and blends into a velvety texture. (Yes, it’s a pain, but it’s worth it.)
- Bloom the Roux Low: Whisk in the flour and butter over medium-low heat until it’s a pale golden roux—no darker, or you’ll taste burnt flour. I learned this the hard way when my first batch ended up tasting like a campfire.
- Salt the Pasta Water: Use 1 tablespoon salt per 4 quarts of water—more if you’re using unsalted butter later. The pasta absorbs flavor, and it balances the richness of the cheese sauce. (Trust me, your taste buds will notice.)
Dietary considerations for this dish
Gluten-Free Adaptation
For a gluten-free version, swap the elbow macaroni for gluten-free pasta like Barilla Gluten-Free Elbows or De Cecco Gluten-Free. The key is using a 1:1 gluten-free flour blend for the roux—King Arthur Measure for Measure works perfectly.
Just whisk the flour into the butter until smooth, then proceed as directed. The texture will be slightly denser, but still creamy and delicious. 🌾
Dairy-Free Options
To make this dairy-free, replace the butter with olive oil or dairy-free margarine, and use nutritional yeast (for cheesy flavor) mixed with cashew cream (blend 1 cup soaked cashews with 1 cup water).
For cheese, try Daiya or Violife shreds—they melt surprisingly well when combined with a splash of unsweetened almond milk. The breadcrumb crown can stay the same, but use olive oil instead of butter. 🧀
Lower-Carb Version
Cut carbs by replacing the pasta with shredded chicken or cauliflower rice—both work surprisingly well. For the chicken version, use 1.5 lb shredded rotisserie chicken (seasoned with salt and pepper) instead of pasta.
For cauliflower, rinsed and drained riced cauliflower (about 4 cups) works best. The cheese sauce remains the same, but reduce the baking time to 15-20 minutes to avoid overcooking. 🥦
Vegetarian Protein Boost
Add white beans or lentils for extra protein—simmer 1.5 cups cooked white beans (like cannellini) with the pasta water, then drain and fold into the cheese sauce. For lentils, use 1 cup cooked green or brown lentils, mashed slightly for better texture.
Both add heartiness without overpowering the cheese flavor. The breadcrumb topping stays the same, but the dish becomes more substantial. 🌱
Allergy-Friendly Swaps
For nut allergies, skip the cashew cream and use silken tofu blended with lemon juice for creaminess. If mustard is an issue, replace it with 1 tbsp apple cider vinegar for tang.
Always check labels on cheeses and breadcrumbs—some contain hidden dairy or gluten. When in doubt, opt for certified gluten-free and dairy-free brands like Trader Joe’s or Whole Foods. 🚫🥛
Keto-Friendly Adjustment
For a keto version, omit the pasta entirely and use shredded mozzarella or cheddar (about 2 cups) as the base. Mix the cheese with 2 tbsp heavy cream and 1 tbsp cream cheese to create a thick, spreadable mixture.
Top with the breadcrumb crown (use almond flour instead of panko for lower carbs) and bake at 375°F for 15 minutes. The result is cheesy, crispy, and perfectly keto-friendly. 🥬
Nutrition facts
Frequently asked questions
Why does Au Bon Pain mac and cheese have a breadcrumb topping?
The breadcrumb crown is what makes this dish legendary! It creates that perfect contrast—crispy, golden top against creamy, gooey cheese underneath. The original recipe was designed to be served piping hot from the oven, and that crispy layer adds both texture and visual appeal that takes it from ordinary to iconic.
Can I make this ahead of time?
Yes! Assemble everything except the breadcrumbs up to 2 days ahead and refrigerate. When ready to bake, add the breadcrumb topping and bake at 375°F for 25-30 minutes (the extra time compensates for the cold start). For best results, add the breadcrumbs 15 minutes before serving to keep them crispy.
What's the secret to the perfect cheese sauce?
Three things: low and slow roux, warm milk, and proper cheese ratios. Cook the roux until nutty (not brown), use warm milk to prevent clumping, and combine sharp cheddar with Gruyère for depth. The cream cheese adds that signature Au Bon Pain creaminess—don't skip it!
Can I use regular breadcrumbs instead of Panko?
Technically yes, but Panko gives that perfect crispy texture without getting soggy. For regular breadcrumbs, mix them with 1 tbsp cornstarch and 1 tbsp melted butter per cup to improve crispiness. The breadcrumb layer should be ½-inch thick for maximum crunch.
How do I prevent the breadcrumb topping from getting soggy?
Press the breadcrumbs down firmly before baking and bake at 375°F until deeply golden (not just light brown). For extra insurance, sprinkle a little paprika on top before baking—it helps create a barrier. Also, make sure your cheese sauce isn't too wet before adding the breadcrumbs.