Ingredients

1 lb large elbow noodles

4 tbsp salted butter

½ small sweet onion, diced

3 tbsp flour

½ cup white wine

4 cups whole milk, room temperature

Salt & cracked black pepper, to taste

16 oz freshly shredded cheddar cheese (reserve 1 cup for topping)

8 oz freshly shredded whole-milk mozzarella (reserve ~¼ cup for topping)

4 oz freshly shredded Gruyere cheese

8 oz Velveeta, cut into cubes

1½ cups seasoned panko breadcrumbs

4 tbsp melted butter

Instructions

Step 1: Bring a large pot of salted water to a boil. Add the elbow noodles and cook 1 minute less than al dente, as they will finish cooking in the oven. Drain and set aside.

Step 2: In a large pot, melt 4 tbsp butter over medium to medium-low heat. Add the diced onion and sauté until translucent without browning, about 3-4 minutes.

Step 3: Sprinkle in the flour and whisk continuously to form a smooth roux, keeping the heat medium-low.

Step 4: Pour in the white wine and whisk well. The mixture may look a bit goopy, which is normal.

Step 5: Slowly add the milk about ½ cup at a time, whisking continuously over low heat.

Step 6: Once all milk is added, increase the heat slightly to bring the sauce to a gentle low boil. Reduce heat immediately to a low simmer and continue whisking until thick enough to coat the back of a spoon clearly.

Step 7: Reduce heat to low and add most of the cheddar and mozzarella, reserving some for topping, along with all the Gruyere. Stir slowly until melted and smooth.

Step 8: Add Velveeta cubes and stir until fully melted. Taste the sauce and season with salt and cracked black pepper as needed.

Step 9: Preheat oven to 350°F (175°C) and grease a 9×13 baking dish.

Step 10: Spread a thin layer of cheese sauce on the bottom of the dish. Add half the cooked noodles, sprinkle some reserved mozzarella, then pour half the remaining cheese sauce over the noodles.

Step 11: Add the remaining noodles and cheese sauce, mixing gently to coat evenly. Top with the reserved cheddar and mozzarella cheese.

Step 12: In a bowl, combine the seasoned panko breadcrumbs with melted butter. Sprinkle evenly over the top of the macaroni and cheese for a crunchy topping.

Step 13: Bake uncovered for 45–50 minutes, or until bubbling and golden brown on top.

Tips & Variations

Use whole milk at room temperature to help the sauce thicken smoothly and prevent lumps.

For a boozy twist, substitute the white wine with dry sherry or skip it for a wine-free version.

Replace Velveeta with extra Gruyere or sharp cheddar for a more natural cheese flavor.

Try adding cooked bacon or caramelized onions between the layers for added depth.

Season the panko breadcrumbs with smoked paprika or garlic powder for extra flavor in the crust.

FAQs

Can I use different pasta shapes?

Yes, feel free to use other sturdy pasta like shells or cavatappi. Just be sure to cook them slightly under al dente so they don’t become mushy after baking.

Why do I need to cook the noodles less than usual?

Since the noodles will continue cooking in the oven with the sauce, undercooking them slightly prevents them from getting too soft or mushy after baking.