Main Courses
This BB King mac and cheese recipe brings soul food elegance to your dinner table with smoky depth and melt-in-your-mouth perfection. 🔥 The secret lies in blending sharp cheddar with a touch of smoked gouda, creating a sauce so rich it'll have everyone asking for seconds.
I've perfected this technique over years of testing—no dry, grainy mac here, just creamy, pull-apart goodness with a crispy breadcrumb crown that adds texture at every bite.
The magic starts with al dente pasta cooked in salty water (don't skip this step!) and a roux so smooth it disappears into the cheese. We're talking restaurant-quality results at home—no fancy equipment needed, just patience and attention to detail.
The smoky element comes through in the cheese blend, while a hint of cayenne adds just enough kick to keep things interesting.
What you'll end up with is a golden-brown casserole that's bubbly on top, creamy inside, and packed with that signature BBQ-inspired smokiness. The breadcrumb topping crisps up beautifully while staying sturdy enough to hold its shape, making it perfect for serving family-style or as a showstopper centerpiece.
Every forkful delivers that perfect balance of cheesy richness and smoky complexity.
This dish works as a main course for special occasions or a comforting weeknight meal—just add some crispy bacon or grilled chicken for extra protein. The best part?
It reheats beautifully, so you can make it ahead and enjoy the leftovers just as much as the first serving. Let's get cooking—your taste buds will thank you.
Ingredients for bb king mac and cheese
Six servings of smoky, cheesy perfection—where crispy meets creamy in every bite.
| Ingredient | Amount | Notes |
|---|---|---|
| Elbow Macaroni 🍝 | 1 ½ lb | Al dente pasta, cooked perfectly |
| Sharp Cheddar Cheese 🧀 | 2 cups | Block, freshly grated (not pre-shredded) |
| Smoked Gouda Cheese 🧀 | 1 cup | Smoky depth essential for BBQ flavor |
| Heavy Cream 🥛 | 1 cup | Full-fat for ultra-creamy texture |
| Unsalted Butter 🧈 | ½ cup | Salted butter reduces cheese flavor |
| All-Purpose Flour 🌾 | ¼ cup | For smooth, lump-free roux |
| Whole Milk 🥛 | ½ cup | Adds creaminess to cheese sauce |
| Cayenne Pepper 🔥 | ¼ tsp | Adjust for heat preference |
| Smoked Paprika 🌶️ | 1 tsp | Enhances BBQ smokiness |
| Garlic Powder 🧄 | ½ tsp | Fresh or powdered works |
| Salt 🧂 | 1 ½ tsp | Kosher or sea salt preferred |
| Black Pepper 🌶️ | ½ tsp | Freshly ground for best flavor |
| Panko Breadcrumbs 🍞 | 1 cup | For crispy, golden topping |
| BBQ Sauce 🍯 | ¼ cup | Store-bought or homemade |
| Green Onions 🧅 | ¼ cup | Chopped, for garnish |
The cheese blend is non-negotiable. Sharp cheddar gives the tang, while smoked gouda delivers that BBQ soul—don't skimp on either. I grab mine from Whole Foods or Trader Joe's because their cheeses are consistently high-quality. Freshly grating (not pre-shredded) makes all the difference—it melts smoother and tastes fresher. For the pasta, De Cecco or Barilla are my go-tos—they cook evenly and hold up to the rich sauce. The macaroni should be al dente, not mushy, so don't overcook it!
No smoked gouda? Substitute extra smoked paprika (1.5 tsp) plus sharp cheddar—it'll get you close. Running low on heavy cream? Full-fat Greek yogurt works in a pinch (same amount), though it adds a slight tang. The panko breadcrumbs are key for that crispy crown—Trader Joe's has the best-priced tubs, and it keeps for months in the pantry. Fresh green onions add brightness, but dried onion flakes (half the amount) will do if you're out. The BBQ sauce can be any brand—Sweet Baby Ray's or Stubb's both work perfectly.
This casserole tastes even better the next day—make it ahead and refrigerate. Reheat covered at 350°F for 20 minutes, then broil 3 minutes for a crispy top. Keeps 4-5 days in the fridge or 3 months frozen (without the topping). For leftovers, microwave covered for 90 seconds, then broil 2 minutes to revive the crisp. Portion into individual containers for easy lunches—trust me, you'll be glad you did!
Why You'll Love This Recipe
- Five-Ingredient Magic: I swear, this recipe has me questioning why I ever made anything else. Just elbow mac, sharp cheddar, smoked gouda, heavy cream, and butter—no fancy gadgets, no stress. The smoked gouda alone turns ordinary mac into something worth celebrating.
- Creamy Crispy Perfection: That buttery, golden crust on top? It’s the star. The sharp cheddar melts into a velvety sauce while the smoked gouda adds a deep, smoky richness—every bite has that perfect contrast. Honestly, it’s the kind of dish that makes you slow down and savor.
- Game for Any Night: Between us, this is my go-to for lazy Sundays, post-game snacks, or when I need to feed a hungry crowd. Double the batch, freeze half, and you’ve got a meal ready in minutes. (Yes, even on a Tuesday night when you’re exhausted.)
- Budget-Friendly Luxury: Sharp cheddar and smoked gouda might sound fancy, but they stretch further than you’d think. A pound of each covers two big servings, and the heavy cream and butter make it feel indulgent without breaking the bank. Leftovers? Even better reheated.
Step-by-step instructions for BB King mac and cheese
This smoky, cheesy masterpiece delivers pull-apart perfection with crispy crunch and melty goodness.
🍳 Step 1: Cook the Elbow Macaroni to Al Dente
Bring a large pot of water to a rolling boil and add 1.5 lb elbow macaroni. Stir immediately to prevent sticking. Cook until 1 minute before the package directions specify for al dente—this ensures perfect texture after baking. Drain in a colander, reserving 1 cup of pasta water, then return the drained pasta to the pot.
Here's the thing—don't rinse the pasta. The starch clinging to the noodles helps create that ultra-creamy sauce later. While the pasta cooks, I like to add 1 tsp smoked paprika and 0.5 tsp garlic powder to the cooking water for subtle smoky flavor infusion. Taste the pasta before draining—it should have a firm bite but still be tender.
🍳 Step 2: Build the Smoky BBQ Cheese Sauce
In a large Dutch oven over medium heat, melt 0.5 cup unsalted butter until foaming. Whisk in 0.25 cup all-purpose flour and cook for 1-2 minutes until the mixture forms a smooth, pale roux. This is your sauce foundation—don't let it brown or it'll taste bitter.
Gradually whisk in 0.5 cup whole milk and 1 cup heavy cream until smooth. Stir in 2 cups sharp cheddar cheese, 1 cup smoked gouda cheese, 1.5 tsp salt, 0.5 tsp black pepper, and 0.25 tsp cayenne pepper. Add the cooked pasta and mix until fully coated. If the sauce looks too thick, whisk in reserved pasta water 1 tablespoon at a time until it reaches a creamy, pourable consistency.
🥘 Step 3: Combine with BBQ Sauce and Prepare for Baking
Remove the Dutch oven from heat and stir in 0.25 cup BBQ sauce until evenly distributed. The sauce should have a rich, smoky depth with visible cheese swirls. This is where the magic happens—those BBQ notes cut through the richness while enhancing the cheesy goodness.
Transfer the macaroni mixture to a greased 9x13-inch baking dish, spreading it evenly. For that signature BB King texture, I like to press the macaroni down gently with a spatula to create a compact base. This ensures maximum pull-apart action when baking.
🔥 Step 4: Create the Crispy Panko Topping
Preheat your oven to 375°F. In a small bowl, mix 1 cup panko breadcrumbs with 0.5 tsp garlic powder and 0.25 tsp smoked paprika. Sprinkle this mixture evenly over the macaroni, pressing down lightly to help it adhere. The panko will create that irresistible crunchy crust we all love.
Bake uncovered for 25-30 minutes until the top is deep golden brown and the edges bubble slightly. The center should still be hot when you take it out—this is crucial for that pull-apart texture. Real talk: don't overbake or you'll end up with dry macaroni.
🍽️ Step 5: Rest and Serve with Fresh Garnish
Let the mac and cheese rest for 5-10 minutes before serving. This resting period allows the cheese to set slightly and makes it easier to cut into perfect pull-apart pieces. The internal temperature should reach 165°F—probe the center to check.
Garnish with chopped 0.25 cup green onions right before serving. The fresh green color contrasts beautifully with the golden-brown top, and the onions add a subtle bite that cuts through the richness. Serve immediately with a side of crusty bread to soak up every last bit of that smoky, cheesy goodness.
Pro Tips For Making Bb King Mac And Cheese
- MELT CHEESE LOW AND SLOW: I learned this the hard way—dumping shredded cheeses into boiling cream turns them into a greasy sludge. Instead, heat the heavy cream and butter together until it’s steaming but not rolling, then whisk in the cheeses gradually while stirring like you’re stirring a pot of soup. The smoked gouda especially needs patience—it’s got that funky texture that breaks down if you rush it.
- GRATE CHEESE FINE, THEN TOAST: Sharp cheddar and smoked gouda lose their edge when they clump. Pulse them in a food processor for 3-4 seconds—just until they’re like coarse sand, not powder. Then, toss the shreds in a dry skillet over medium heat for 1-2 minutes to bloom their flavors. (Yes, even if you’re impatient like me.)
- SALT THE PASTA WATER HARD: Your elbow mac will taste bland if you rely on the cheese for salt. Boil it in water that’s actually salty—like, "oops, did I overdo it?" salty. Taste it; it should taste like the sea. The cheese sauce will mellow it out, but this guarantees the noodles won’t be a flavorless sponge.
- FINISH WITH A BUTTER SLATHER: Skip the "mix everything together" approach at the end. Instead, toss the drained pasta with a tablespoon of cold butter right off the heat—this coats the noodles and prevents a sticky mess. Then fold in the cheese sauce gently. The cold butter also tempers the heat of the smoked gouda, so it doesn’t overpower the sharp cheddar. (Your future self will thank you.)
Creative variations of this bb king mac and cheese
BBQ Bacon Twist
Add ½ cup crumbled bacon to the cheese sauce for smoky depth—cook it crispy first, then mix in. For extra richness, fold in 2 tbsp bacon fat when building the roux. I like to use applewood-smoked bacon from Oscar Mayer for that perfect balance of sweetness and smokiness. 🔥
Buffalo Blue Cheese
Swap smoked gouda for ½ cup blue cheese crumbles and add 1 tbsp hot sauce to the BBQ sauce. The tangy, spicy kick pairs perfectly with the creamy mac and cheese. Top with extra blue cheese crumbles and chopped celery for a Buffalo-style twist. Trust me, it's a game-changer!
Lobster Luxury
Make this a special occasion dish by adding 1 lb cooked lobster meat to the pasta mixture. Stir in 1 tbsp Old Bay seasoning and ½ cup heavy cream for extra richness.
Garnish with chopped chives and a sprinkle of paprika for a coastal-inspired upgrade that feels fancy but is still easy to prepare.
Vegetarian Veggie Load
Boost nutrition by adding 1 cup roasted butternut squash, ½ cup sautéed mushrooms, and ½ cup spinach to the macaroni mixture. The squash adds natural sweetness, while the mushrooms bring an earthy depth.
For extra protein, stir in ½ cup chickpeas—they soak up the cheese sauce beautifully. 🌱
Breakfast BBQ
Turn this into a brunch star by adding ½ cup scrambled eggs and ¼ cup shredded cheddar to the top layer before baking. For a sweet-savory twist, drizzle 2 tbsp maple syrup over the baked dish and serve with a side of crispy hash browns.
The eggs add protein, while the maple syrup balances the smoky flavors perfectly.
Spicy Sriracha Swirl
Mix 2 tbsp sriracha into the BBQ sauce for a fiery kick. For visual appeal, swirl the sauce in concentric circles before baking. Top with an extra sprinkle of smoked paprika and serve with cooling sour cream on the side.
The heat from the sriracha pairs wonderfully with the creamy cheese, creating a perfect balance of flavors. 🌶️
Nutrition facts
Frequently asked questions
Why does this BB King mac and cheese have a smoky flavor?
The signature smokiness comes from two key ingredients: smoked gouda cheese and smoked paprika. The gouda provides deep, campfire-like notes while the paprika adds warmth and complexity. We also infuse the flavor during cooking by adding spices to the pasta water and incorporating BBQ sauce into the cheese mixture.
Can I make this mac and cheese ahead of time?
This dish actually tastes better the next day. Assemble it completely (including the breadcrumb topping) and refrigerate for up to 24 hours. When ready to serve, bake at 350°F for 20 minutes, then broil 3 minutes to crisp the top. For freezing, bake without the breadcrumbs, then freeze for up to 3 months—add the topping when reheating.
What's the best way to make the sauce extra creamy?
Don't skip the reserved pasta water! After draining, keep 1 cup of starchy pasta water—it's liquid gold for mac and cheese. Add it 1 tablespoon at a time to your sauce if it gets too thick. Also, use full-fat dairy products (heavy cream, whole milk) and freshly grated cheese (never pre-shredded) for the smoothest texture.
How do I prevent the breadcrumb topping from getting soggy?
Bake the mac and cheese until the center reaches 165°F—this ensures the cheese is fully set before the topping gets too hot. Press the breadcrumbs lightly but firmly to help them adhere, and consider adding 1 extra tablespoon of flour to the panko mixture for better structure. For extra insurance, broil for 2 minutes at the very end.
Can I use a different type of pasta?
While elbow macaroni works perfectly for that classic texture, you can substitute with penne or fusilli—just ensure they're cooked al dente. For a different experience, try cavatappi (which holds sauce well) or shells (though they'll require adjusting baking time). Avoid long, thin pastas like spaghetti—they won't work as well with the pull-apart texture.