Fancy Creamy Baked Mac ‘n Cheese with Cornflake Crust

aka the fancy holiday mac n cheese you absolutely deserve this season.

If there’s one recipe that screams “Bring-a-Dish Season,” it’s this one. This mac n cheese is cozy, golden, unbelievably creamy… and topped with the most addictive buttery thyme cornflake crust that tastes like it came straight out of a restaurant kitchen. It’s indulgent, nostalgic, a little extra — and exactly what holiday food should be.

Honestly, mac n cheese is one of those dishes that people get weirdly protective about. Baked vs. stovetop. Velveeta vs. real cheese. Breadcrumbs vs. no breadcrumbs. I grew up eating all versions, but as an adult? I want something creamy, cheesy, cozy — but elevated. Something that feels like Christmas, not a random Tuesday in July.

And this is it.
It’s the holiday mac n cheese that makes everyone at the table go quiet for a second.
(You know the sound.)

The Inspiration

This year, I decided I wanted a mac n cheese that tasted like the holidays… without adding anything too wild or unfamiliar. Comfort food, but dressed up a little. Like if your comfiest sweater suddenly had cute gold buttons.

So we’re starting with a classic roux, warming up the milk (your sauce will thank you), and building a cheese base that’s a moment:

• medium cheddar
• colby jack
• gruyère

Then we fold everything into pipe rigate pasta — the queen of sauce-holding shapes — and layer it so every scoop has cheese melting through the middle. But the real magic? The crust.

Let’s Talk About This Cornflake Crust

It’s buttery.
It’s savory.
It’s golden.
It’s TEXTURE.

You brown butter with thyme sprigs until your kitchen smells like heaven, toss in crushed cornflakes and parmesan, and suddenly you have a topping worthy of a holiday table. It’s crispy and crunchy in a way breadcrumbs could never compete with. And it’s honestly the reason this entire dish feels special.

If your mac n cheese doesn’t have a crown, is it even trying? <3 👑

The Secret to Ultra-Creamy Sauce

We’re doing this the right way — with a roux.
No Velveeta in sight. No shortcuts. Just butter, flour, warm milk, and patience (like… two minutes of patience).

A few tips I swear by:

• Warm your milk before adding it. The sauce thickens faster and smoother.
• Season the roux. Don’t skip the dijon — it adds depth, not mustard flavor.
• Add the cheese with the heat OFF. If you melt it over heat, it can separate or get grainy.
• Stir, yes, but don’t stir too much or too fast.

This is how you get that glossy, silky, spoon-coating situation that makes baked mac n cheese incredible instead of dry.

Layering = Guaranteed Cheesiness

Instead of mixing all your cheese into the sauce, you’ll:

1. Stir 4 cups into the base.
2. Layer the remaining cheese between two layers of mac.

So when you scoop it?
Cheese pulls.
Like actual, real cheese pulls.
This is how holiday mac n cheese should behave.

The Holiday Energy

This is the perfect side dish for:

• Thanksgiving
• Friendsgiving
• Christmas dinner
• Holiday potlucks
• Any event where you want people to ask, “Who made this?”

It’s familiar enough for picky eaters (hi, kids… and also my husband lol) but luxurious enough to feel like a Christmas dinner showstopper.

And best of all? It’s surprisingly simple. One pot for the sauce, one pot for the pasta, and then a little assembly moment before it goes into the oven to get melty, bubbly, and golden under that cornflake crust halo.

The Viral Pipe Rigate Mac ‘n Cheese with Cornflake Crust

This ultra-creamy, three-cheese Pipe Rigate Mac ‘n Cheese is topped with a buttery brown-butter cornflake crust for the perfect holiday side dish. Made with Gruyère, cheddar, and Colby Jack, this baked mac ‘n cheese is cozy, golden, and totally irresistible.

Print Recipe

Prep Time:25 minutes mins

Cook Time:20 minutes mins

Total Time:45 minutes mins

Ingredients

Mac ‘n Cheese Base

• 1 lb pipe rigate or any shell-like pasta
• 5 Tbsps butter
• ⅓ cup flour
• 4 cups milk warmed
• ½ tsp kosher salt
• ½ Tbsp dijon mustard
• 7 cups hand-shredded cheese
• 3 cups medium cheddar
• 3 cups Colby Jack
• 1 cup gruyère
• Set aside 3 cups of the cheese for layering + topping
• Fresh crushed black pepper to taste
• ¼ tsp garlic powder
• ½ tsp onion powder
• ½ tsp paprika

Cornflake Crust

• 6 Tbsps butter
• 2 cups cornflakes crushed
• 2 thyme sprigs
• 2 Tbsps parmesan cheese

Instructions

• Boil the Pasta: Cook the pipe rigate in heavily salted water, 1–2 minutes under al dente. Drain and set aside.
• Make the Cornflake Crust: In a medium saucepan, brown the 6 tablespoons of butter with the thyme sprigs until fragrant and nutty. Remove the thyme, then add the crushed cornflakes and toss to coat. Stir in the parmesan and set aside.
• Make the Roux: In a large pot, melt the 5 tablespoons of butter. Whisk in the flour and cook 1–2 minutes until smooth and slightly golden. Slowly pour in the warm milk, whisking continuously until the sauce thickens enough to coat the back of a spoon.
• Season the Sauce: Stir in the kosher salt, pepper, paprika, and dijon until fully combined.
• Add the Cheese: Turn the heat off, then add 1½ cups of cheese at a time (totaling 4 cups), stirring between each addition until melted and smooth.
• Combine with Pasta: Add the cooked pipe rigate to the cheese sauce and toss until every piece is coated.
• Layer the Mac: Grease a 9×13 pan. Spread half the mac into the dish, sprinkle with half of the remaining cheese, add the rest of the mac, then finish with the remaining cheese on top.
• Add the Cornflake Crust: Spoon the cornflake mixture evenly over the entire surface.
• Bake: Bake at 350°F for 15–20 minutes, just until the cheese is melted, bubbling, and lightly golden.
• Serve: Let rest 5–10 minutes before serving. It’ll set slightly and scoop beautifully.

Servings: 6