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Macaroni and cheese with a toasted bread crumb and parsley topping on a wooden cutting board with a green napkin, parsley and garlic cloves.

Mac and Cheese (Without Milk)

White Cheddar and mozzarella macaroni and cheese with a toasted breadcrumb, garlic, parsley and lemon zest topping. This decadent, crowd-pleasing dish comes together in just about 30 minutes for a perfect weeknight meal!
5 from 35 votes
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Course: Lunch, Main Course, Pasta
Cuisine: American
Prep Time: 10 minutes
Cook Time: 20 minutes
Total Time: 30 minutes
Servings: 4 small or 2 large
Calories: 706kcal

Equipment

Ingredients

  • 8 oz shells medium or small
  • 6 quarts water salted

Cheese Sauce

  • 2 tablespoons butter unsalted
  • 1 shallot small
  • 4 ounces white cheddar
  • 2 ounces mozzarella
  • 2 ounces cream cheese room temperature, softened
  • ¾ cup cream
  • ½ teaspoon kosher salt or to taste
  • teaspoon nutmeg
  • ¼ teaspoon mustard powder

Breadcrumb Topping

  • 1 tablespoon butter unsalted
  • ½ cup breadcrumbs panko
  • 1 clove garlic small
  • ¼ teaspoon kosher salt
  • 2 tablespoons parsley finely chopped
  • 1 teaspoon lemon zest

Instructions

Breadcrumb Topping

  • Place pan on medium low to medium heat and add butter.
  • Finely mince the garlic. Zest the lemon. Chop the parsley.
  • Add garlic, breadcrumbs and salt to the butter once melted. Toast the breadcrumbs until they are light brown in color and the garlic is fragrant, about 2-4 minutes. Be sure not to burn the garlic or the breadcrumbs.
  • Remove from heat and add parsley and lemon zest to mixture. Set the breadcrumbs aside until the rest of the dish is complete.

Cheese Sauce

  • Measure all ingredients.
  • Grate the white cheddar and mozzarella. Finely dice the shallot.
  • Place medium pot over medium low heat. Add the butter. Once melted, add the shallot. Cook until shallot is softened, 5-10 minutes.
  • Add in the cream and the cream cheese, stirring until the mixture melts and becomes liquid. Add the salt, nutmeg and mustard powder.
  • Add the cheese in, little by little, ensuring it has melted before adding more.
  • Keep the cheese mixture over low heat, stirring often, to ensure it does not burn or coagulate.

Macaroni

  • Meanwhile, bring large pot of salted water to a boil. Once boiling, add the shells and let cook for 7-8 minutes or just al dente.
  • Drain the pasta and add to the cheese sauce, stirring to combine. Taste for seasoning and add more salt if needed.
  • Serve the finished macaroni and cheese in a dish of your choice and spread breadcrumb mixture evenly over each dish.

Notes

  • If your cheese sauce becomes too thick, turn down the heat and add a little bit of extra cream.
  • If you cheese sauce is too thin, try turning the heat up slightly and stirring for a little bit longer. If it is still too thin, try adding a little bit more cheese.
  • Approximate calories are for 4 small servings.
  • This recipe is great with broccoli. Try adding roasted broccoli for a sophisticated touch.
  • You can use different shapes of pasta for this recipe. Adjust cooking time to package instructions.
  • Cooked mac and cheese will last for 3-5 days in the fridge.
  • Breadcrumb topping should be stored in a separate container in the fridge. Consume within 3-5 days. Reheat in a pan with a little butter or pan spray.

Nutrition

Calories: 706kcal | Carbohydrates: 56g | Protein: 22g | Fat: 44g | Saturated Fat: 27g | Polyunsaturated Fat: 2g | Monounsaturated Fat: 12g | Trans Fat: 1g | Cholesterol: 140mg | Sodium: 1014mg | Potassium: 284mg | Fiber: 3g | Sugar: 4g | Vitamin A: 1658IU | Vitamin C: 4mg | Calcium: 408mg | Iron: 2mg