The easiest side dish you’ll ever make, this Three Cheese Pasta features colorful pasta shells and a crisp panko topping for ultimate satisfaction. Made in a single pot in 20 minutes, it’s the ultimate comfort food recipe! 

A spoonful of one pot three cheese pasta with a breadcrumb topping.
The crisp breadcrumb topping makes this three cheese pasta better than any boxed pasta you’ll ever taste!

If you know us, you know we love pasta! In fact, it’s a staple ingredient in many of our recipes and is pretty much always present at our dinner table. However, while we enjoy all types and varieties ranging from spicy rigatoni, to alfredo pasta, and even pizza pasta, we have a particularly soft spot for mac and cheese

That said, we’re always looking for fun ways to spruce up the classic cheese and noodles dish, and this One-Pot Three Cheese Pasta hits the nail on the head! Made with all the rich, buttery flavor and gooey texture of classic mac and cheese, it’s given a boost of texture with a crisp, crunchy panko topping. Plus, it features colorful shells that are super fun to eat! One bite and you’ll never go back to boxed mac and cheese recipes again. 

Why You’ll Love This Three Cheese Pasta 

  • It’s made in one pot for super simple prep and unbelievably fast cleanup. 
  • It features not one but three different cheeses for sharp flavor and an extra gooey texture.
  • The panko topping adds a satisfying crunch that balances out the smooth, creaminess of the rest of the dish. 
  • One batch makes a lot and can easily be doubled to feed a crowd or enjoy throughout the week.

Ingredients You’ll Need 

You won’t find any mystery ingredients or powdered cheese sauces in this recipe! Instead, we’re using simple, real food items to make an ultra indulgent three cheese pasta from scratch. 

For the Three Cheese Pasta 

  • Chicken Stock – This helps create a velvety cheese sauce while enhancing the flavor of the noodles. 
  • Milk – For the creamiest pasta and richest taste, we highly recommend using whole milk, but any percentage can be used. 
  • Pasta Shells – We love to use tri-colored pasta to make this recipe a little more fun. However, feel free to use any pasta you like best. 
  • Garlic – Fresh cloves add a pungent, slightly savory flavor. 
  • Butter – Unsalted butter makes the cheese sauce even more indulgent. 
  • Spices – Salt and pepper are used to enhance the rest of the ingredients. Then, a dash of paprika is added for a little warmth and just a bit of kick! 
  • Cheese – The most important component of this recipe, Sharp Cheddar, Monterrey Jack, and Mild Cheddar take this three cheese pasta from good to great. 

For the Panko Topping 

  • Bread Crumbs – Panko breadcrumbs are used for the crispest texture. You can easily buy them in the store, or make your own homemade panko bread crumbs. 
  • Butter – Unsalted butter coats the bread crumbs adding flavor and helping them crisp up under the broiler. 
Overhead image of one pot three cheese pasta with a spoon sticking out.
Make a big batch of three cheese pasta for a satisfying side dish.

How to Make One-Pot Three Cheese Pasta

Like all of our one-pot pasta dishes, this is a no-fuss recipe that will have you in and out of the kitchen fast! 

  1. Combine the Ingredients. In a large pot, add the pasta, garlic, all of the cheese except ½ cup of the Sharp Cheddar, spices, butter, broth, and milk, stirring to combine. 
  2. Cook. Bring the mixture to a boil over medium heat. Cover, and cook until the pasta is tender, stirring halfway through. Then, stir in the remaining cheese, and add a splash of milk if needed. 
  3. Add the Topping. In a small bowl, combine the butter and bread crumbs until the crumbs are moist. Sprinkle the mixture over the pasta. 
  4. Broil. Place the pot under the broiler just until the topping is golden brown. 
Perfect Pot

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How to Store and Reheat

Store any leftover three cheese pasta in an airtight container in the fridge for up to 3-5 days. Unfortunately, we don’t recommend freezing this dish as pasta and cheese on their own don’t thaw super well. 

When you’re ready to eat, warm your pasta in the microwave, over medium heat on the stove, or pop it in the oven at 350° Fahrenheit for about 10 minutes or until it is heated through. If your pasta seems a bit dry, stir in a dash of milk as needed to freshen it back up. 

Serving Suggestions

We’ve been known to indulge in a big bowl of this three cheese pasta all on its own! If you want to make it extra fancy, you could even stir in some veggies like spinach or broccoli and ground beef, chicken, or turkey to make it a complete meal. 

Or, serve it as a side dish alongside all your favorite recipes! For example, some of our favorite pairings include: 

More Cheesy One-Pot Pasta Recipes  

You can never have too much cheese in your life, right? Especially when it’s paired with pasta! Satisfy all your cravings with more of our favorite one-pot recipes: 

A spoonful of one pot three cheese pasta with a breadcrumb topping.

One-Pot Three Cheese Pasta

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Author: Food Dolls
Servings: 8 servings
Prep: 2 minutes
Made with colorful shells and a crisp panko topping, this three cheese pasta is gooey, savory, and full of rich cheesy flavor!


For the Three Cheese Pasta

  • 16 ounces pasta shells uncooked
  • 3 cloves garlic minced
  • 1 cup Sharp Cheddar cheese freshly grated and divided
  • 1 cup Monterrey Jack cheese freshly grated
  • 1 cup Mild Cheddar cheese freshly grated
  • 1 teaspoon paprika
  • 2 teaspoons sea salt more or less to taste
  • 1 teaspoon black pepper more or less to taste
  • 3 Tablespoons unsalted butter
  • 2 cups low-sodium chicken broth
  • 2 cups whole milk

For the Breadcrumb Topping:

  • 1/2 cup panko breadcrumbs
  • 1 Tablespoon unsalted butter melted


  • In a deep skillet or heavy bottom pot, add the pasta, garlic, Sharp Cheddar cheese, Monterrey Jack cheese, Mild Cheddar cheese, paprika, salt, pepper, butter, broth, and milk, reserving ½ cup of the Sharp Cheddar. Stir to combine, and cover.
  • Bring the ingredients to a boil over medium-high heat. Cook 8-10 minutes or until the pasta is tender, stirring halfway through.
  • Stir in the reserved cheese, and add a splash of milk as needed to thin out the sauce.
  • Add the breadcrumbs and butter to a small bowl, Mix until the breadcrumbs are well-coated and moist.
  • Sprinkle the mixture over the pasta, and place the pot under the broiler for 2-3 minutes or until the breadcrumbs have browned.
  • Serve warm!
  • Store in the fridge for 3-5 days.



Serving: 1serving | Calories: 517kcal | Carbohydrates: 55g | Protein: 21g | Fat: 24g | Saturated Fat: 13g | Polyunsaturated Fat: 1g | Monounsaturated Fat: 5g | Trans Fat: 0.2g | Cholesterol: 67mg | Sodium: 936mg | Potassium: 313mg | Fiber: 2g | Sugar: 5g | Vitamin A: 686IU | Vitamin C: 1mg | Calcium: 400mg | Iron: 1mg

Nutrition information is automatically calculated, so should only be used as an approximation.

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Meet Alia & Radwa

Welcome to Food Dolls! We’re so glad you found us. We are Alia and Radwa, sisters who want to share simple and easy recipes with you. We hope you find recipes here that you enjoy making as much as we do! Learn more about us!

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