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Skillet Mac & Cheese

This is macaroni and cheese at its simplest—the same fry pan is used for preparing the cheese sauce and for baking the dish in the oven. A sprinkling of buttered bread crumbs forms a crispy topping on this comforting casserole.


  • 3 Tbs. unsalted butter, plus 2 Tbs. melted butter 
  • 3 Tbs. all-purpose flour  
  • 2 1/2 cups milk  
  • 2 tsp. tomato paste  
  • 1 tsp. chopped fresh thyme 
  • 8 oz. shredded sharp cheddar cheese 
  • Kosher salt and freshly ground pepper, to taste  
  • 1 1/2 cups fresh bread crumbs 
  • 2 Tbs. chopped fresh flat-leaf parsley 
  • 3/4 lb. elbow pasta, cooked until al dente and drained  


Preheat an oven to 375°F. 

In a 10-inch oven-safe fry pan over medium heat, melt the 3 Tbs. butter. Add the flour and cook, stirring frequently, about 3 minutes. Whisk in the milk and cook, stirring frequently, until thickened, about 5 minutes. Whisk in the tomato paste and thyme. Add the cheese and stir until melted. Season with salt and pepper. 

In a small bowl, stir together the bread crumbs, the 2 Tbs. melted butter and the parsley, and season with salt and pepper.

In a large bowl, combine the pasta and the cheese sauce, then return the mixture to the pan. Top with the buttered bread crumbs. Bake until the topping is golden and crispy, 35 to 40 minutes. Let stand for 10 minutes before serving. Serves 6 to 8.

Williams-Sonoma Kitchen.