Skillet mac and cheese is an indulgent side dish infused with warm spices and plenty of cheese! Prepared in a single skillet, it comes together in minutes for a crowd-pleasing recipe your guests will request by name. Serve it with all your favorite main courses on game days, holidays, weeknights, and more! 

skillet mac and cheese topped with breadcrumbs

The Best Skillet Mac and Cheese

We know what you’re thinking. There are a million mac and cheese recipes out there. How can this one be the best? We get it. We have quite a few variations ourselves, but hear us out! Not only does this skillet mac and cheese recipe feature all the creamy, cheesy goodness we all love, but it also contains warm spices for a kick of spice and is finished with a crisp Panko bread crumb topping. 

Prepared on the skillet, layered with three different kinds of cheese, and finished in the oven to create a crisp, golden topping, it’s truly out-of-this-world delicious! Even better, it makes a lot so it’s perfect for feeding a crowd. You can even spruce it up with your favorite mix-ins for a complete meal. No matter how you serve it, this recipe is always crazy easy to make and loved by all! 

Simple Ingredients You’ll Need

A cross between standard macaroni and cheese and a casserole, this skillet mac and cheese requires just a handful of basic ingredients. Here’s what you’ll need: 

  • Macaroni Noodles – We used regular elbow macaroni noodles, but any pasta shape or variety you prefer would work.
  • Butter – Key to creating a smooth, velvety texture.
  • Flour – This helps to create a roux, thickening the cheese sauce.
  • Heavy Cream – Rich and decadent, heavy cream is the secret to creating the best mac and cheese! 
  • Whole Milk – We found that whole milk yields the best taste and texture, but feel free to use any other milk you prefer.
  • Seasonings – Not found in your typical mac and cheese recipes, salt, pepper, ground mustard, paprika, and garlic powder take this recipe to the next level. 
  • Cheese – Mozzarella, sharp Cheddar, and sliced Cheddar cheese are layered in this dish for the most incredible recipe you’ll ever taste.
  • Panko Breadcrumbs – Sprinkled on top, breadcrumbs are baked to golden perfection for a little extra crunch. 

How to Make Easy Skillet Mac and Cheese

This recipe requires a few separate steps, but don’t worry! It’s super easy to make! 

  1. Prepare: To begin, preheat your oven to 350° Fahrenheit, and cook your noodles to al dente according to the package instructions. 
  2. Create a Roux: Melt ¼ cup of butter in a 12-inch cast iron skillet. Then, add the flour, and whisk until the ingredients are well combined and begin to bubble. Slowly stir in the cream and milk, whisking until it thickens. Pour in the seasonings, and stir until they are just combined. 
  3. Add the Cheese: Remove the skillet from the heat, and stir in the Mozzarella and Cheddar cheese followed by the cooked pasta. 
  4. Layer: Remove half of the macaroni noodles, placing them in a bowl. Layer the cheese slices on top of the macaroni in the skillet. Then, add the reserved noodles back on top. 
  5. Create the Breadcrumb Topping: In a separate small bowl, combine the breadcrumbs with melted butter. Sprinkle them on top of the skillet mac and cheese.
  6. Bake: Place the skillet in the oven, and bake for 20-25 minutes or until the top is golden and bubbly. Serve warm, and enjoy! 

Flavor Variations

Feel free to mix and match your favorite ingredients to turn this side dish into a complete meal! Some of our favorite options include: 

Protein. Ground beef, ground turkey, shrimp, ham, and even lobster make this recipe extra filling.

Veggies. Add a boost of vitamins, nutrients, and fiber with your favorite veggies such as mushrooms, broccoli, tomatoes, asparagus, and peas. 

Potato Chips. Swap out the breadcrumbs with potato chips for a little extra crunch and salty flavor! 

Storage and Freezing Options 

One of the best things about this recipe is that it can easily be made ahead of time! Check out the storage options below. 

Fridge: Once baked and cooled, leftovers can be kept in an airtight container for up to 4 days. 

Freezer: For a long-lasting option, transfer your mac and cheese to a freezer-safe container or sealable bag, and store it in the freezer for up to 3 months. 

Reheating: When you’re ready to eat, let frozen mac and cheese thaw in the fridge overnight. Then, add it to a baking dish, cover it with foil, and warm it in the oven at 350° Fahrenheit for 20 minutes or until it has warmed through. 

Serving Suggestions

Honestly, we’ve been known to enjoy this skillet mac and cheese all on its own. However, it pairs perfectly with all our favorite main courses for a complete meal, too! Try pairing it with: 

More Mac and Cheese Variations You’ll Love

Can’t get enough mac and cheese in your life? Same! Try out more of our favorite recipes: 

skillet mac and cheese topped with breadcrumbs

The Best Skillet Mac and Cheese

5 from 1 vote
Author: Food Dolls
Servings: 6
Prep: 5 minutes
Cook: 35 minutes
Total: 35 minutes
This skillet mac and cheese is topped with a panko crust and finished in the oven for a crisp topping and creamy texture the whole family will love!


  • 2 cups dry elbow macaroni
  • 1/4 cup butter
  • 1/4 cup flour
  • 1/3 cup heavy cream
  • 2/3 cup whole milk warmed
  • 1 1/2 teaspoon kosher salt
  • 1/2 teaspoon pepper
  • 1/2 teaspoon ground mustard
  • 1/2 teaspoon paprika
  • 1/2 teaspoon garlic powder
  • 2/3 cup shredded Mozzarella cheese
  • 1 1/2 cup shredded sharp Cheddar cheese
  • 7 slices Cheddar cheese
  • 1/4 cup butter, melted
  • 2/3 cup Panko breadcrumbs


  • Preheat the oven to 350° F.
  • Cook the macaroni according to the package instructions, making sure to leave it slightly al dente.
  • In a 12-inch cast iron skillet, add 1/4 cup butter, and melt over medium heat. Once melted, whisk in the flour. Heat for 1 minute or until bubbling, stirring constantly.
  • Slowly stir in the cream and milk, whisking until the mixture thickens. Add salt, pepper, ground mustard, garlic powder and paprika. Stir just until combined.
  • Remove the skillet from the heat, and whisk in the shredded Mozzarella and Cheddar cheese.
  • Stir the cooked pasta into the sauce.
  • Remove half of the macaroni, and set aside. Layer the cheese slices on top of the noodles in the skillet. Then, spread the reserved macaroni on top.
  • In a small bowl, combine the melted butter and bread crumbs. Spread the mixture on top of the mac and cheese.
  • Bake for 20-25 minutes or until the breadcrumbs are golden and the mixture is bubbly. Serve warm!



Serving: 1serving | Calories: 511kcal | Carbohydrates: 55g | Protein: 16g | Fat: 25g | Saturated Fat: 14g | Polyunsaturated Fat: 1g | Monounsaturated Fat: 6g | Trans Fat: 0.3g | Cholesterol: 74mg | Sodium: 941mg | Potassium: 357mg | Fiber: 3g | Sugar: 4g | Vitamin A: 1419IU | Vitamin C: 6mg | Calcium: 274mg | Iron: 1mg

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

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Food Dolls

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