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Famous Dave's macaroni and cheese recipe delivers the same legendary comfort you'd find in their restaurants—ultra-creamy swirls of cheddar and a crispy breadcrumb topping that can't be beat.
I've recreated this dish exactly as it's served in their BBQ joints, where the cheese sauce is so rich it practically melts in your mouth. The secret lies in the slow-cooked roux and precise cheese-to-milk ratio that prevents separation.
What sets this apart is the two-stage baking process: first, the macaroni cooks in the oven until tender, then the cheese sauce gets poured over it and baked again to create those signature creamy swirls.
The breadcrumb topping isn't just decorative—it's toasted to a perfect golden-brown while the cheese underneath stays velvety smooth. This method ensures every bite has that restaurant-quality texture you crave.
By the time you pull this dish from the oven, you'll have a pan of mac and cheese with crispy, buttery crumbs on top and creamy, stretchy cheese underneath that clings to every noodle.
The aroma alone will have everyone gathering around the table. This is comfort food at its finest—rich, indulgent, and impossible to resist.
Whether you're serving it as a main dish or a side at your next BBQ, this recipe delivers the same satisfaction as Famous Dave's. The best part? It's easier to make at home than you'd think. Let's get started on recreating this classic.
Ingredients for famous dave's macaroni and cheese
Six ingredients make the creamy swirls. Four more create the crispy topping. That's it.
| Ingredient | Amount | Notes |
|---|---|---|
| Elbow Macaroni 🍝 | 12 oz | Dry pasta, medium or small elbow |
| Sharp Cheddar Cheese 🧀 | 3 cups | Shredded, block preferred over pre-shredded |
| Milk 🥛 | 2 cups | Whole milk for creaminess |
| Unsalted Butter 🧈 | ½ cup | Cold, cut into small cubes |
| All-Purpose Flour 🌾 | ¼ cup | For roux, use white flour |
| Salt 🧂 | 1 ½ tsp | Diamond Crystal preferred |
| Black Pepper 🌶️ | ½ tsp | Freshly ground for best flavor |
| Garlic Powder 🧄 | ½ tsp | For subtle depth of flavor |
| Panko Breadcrumbs 🍞 | ½ cup | For crispy topping |
| Melted Butter 🧈 | ¼ cup | For breadcrumb topping |
| Dried Mustard 🌶️ | ½ tsp | Yellow mustard powder |
| Paprika 🌶️ | ¼ tsp | Smoked variety for color |
The cheese is non-negotiable—sharp cheddar from a block (none of that pre-shredded stuff with anti-caking agents) is what gives Famous Dave's sauce its signature tang. Whole milk is essential for that ultra-creamy texture; skim or almond milk won't cut it. For the roux, use cold butter and flour—this prevents burning and keeps the sauce silky. I grab my cheddar at Whole Foods or Trader Joe's—their aged cheddar has that perfect balance of sharpness and creaminess. The garlic powder and mustard might seem minor, but they're what give the sauce that subtle depth you taste in the restaurant version.
No sharp cheddar? Monterey Jack or pepper jack will work in a pinch, but the flavor won't be quite the same. Running out of whole milk? Heavy cream at half the amount adds richness, though it'll be slightly heavier. For the breadcrumbs, panko is a must—it stays crispy where regular breadcrumbs would turn soggy. No panko? Toast crushed cornflakes in a dry pan for 3-4 minutes until golden. The smoked paprika is purely for color and a hint of smokiness—you can skip it if you're out, but the dish will look less like the restaurant version.
This sauce reheats beautifully—just add a splash of milk to loosen it up. The baked mac and cheese keeps for 4-5 days in the fridge, though I rarely have leftovers. For the breadcrumb topping, make it fresh each time—it's what gives that signature crunch. If you're prepping ahead, assemble everything except the topping, then bake it straight from the fridge. The cheese sauce will still be creamy, and the topping will crisp up perfectly in the oven.
Why You'll Love This Recipe
- Here’s what sold me: the roux thickens into a velvety sauce, but the buttered macaroni stays just firm enough. That crisp-tender bite? It’s the secret weapon—no soggy pasta here.
- Five-Ingredient Magic: I swear by this combo—sharp cheddar, elbow macaroni, and a simple roux of butter, flour, and milk. That’s it. No weird blends or fancy cheeses; just honest, melty, cheesy perfection that still tastes like someone put love into it.
- Creamy-Crisp Contrast: Here’s what sold me: the roux thickens into a velvety sauce, but the buttered macaroni stays just firm enough. That crisp-tender bite? It’s the secret weapon—no soggy pasta here.
- Lunchbox Hero: Between us, this is my go-to for meal prep. Double the batch, pack it cold, and by lunchtime? The flavors mellow into something even better than fresh. (Yes, even on a Tuesday night.)
Step-by-step instructions for Famous Dave's macaroni and cheese
Here's how to recreate that legendary crispy-topped, creamy-swirled mac and cheese at home.
Cook the Pasta Al Dente and Reserve Water
Bring a large pot of water to a rolling boil and add the 12 oz elbow macaroni. Cook until 1 minute before the package instructions call for al dente—this ensures perfect texture when mixed with the cheese sauce. I like to test by tasting a piece; it should have a slight bite but be tender enough to finish cooking in the sauce.
Before draining, remove 1 cup of pasta water and set aside. This starchy water is essential for creating the ultra-creamy sauce later. Don't rinse the pasta—those surface starches help bind the sauce to each noodle.
Make the Cheese Sauce with Perfect Roux
In a large Dutch oven over medium heat, melt the ½ cup unsalted butter until foaming. Whisk in the ¼ cup all-purpose flour and cook for 1-2 minutes until the mixture forms a smooth, pale roux with no raw flour taste. This step is crucial—if you rush it, the sauce will taste floury.
Slowly whisk in the 2 cups milk, a little at a time, until fully incorporated. Add the 3 cups sharp cheddar cheese, 1½ tsp salt, ½ tsp black pepper, ½ tsp garlic powder, ½ tsp dried mustard, and ¼ tsp paprika. Stir constantly over medium-low heat until the cheese melts completely and the sauce thickens to a velvety consistency—about 5-7 minutes. The sauce should coat the back of a spoon smoothly.
Combine Pasta and Sauce for Ultimate Creaminess
Add the drained macaroni to the cheese sauce and stir gently to coat each noodle evenly. If the sauce seems too thick, add ¼ cup of the reserved pasta water to loosen it. The goal is a sauce that clings beautifully to the pasta without being runny. Taste and adjust seasoning—you might need a pinch more salt or pepper to match your preference.
Here's the secret for those signature swirls: Once the pasta is fully coated, transfer the entire Dutch oven to a 400°F oven and bake for 10 minutes. This step allows the cheese to fully meld and creates those gorgeous, creamy swirls that make this mac and cheese legendary.
Prepare the Crispy Breadcrumb Topping
While the mac and cheese bakes, melt the ¼ cup melted butter in a small bowl. In another bowl, mix the ½ cup panko breadcrumbs with the melted butter, ¼ tsp paprika, and a pinch of salt. Stir until the breadcrumbs are evenly coated and look like they've been tossed in golden butter.
After removing the mac and cheese from the oven, sprinkle the buttery breadcrumb mixture evenly over the top. Return to the oven for 2-3 minutes until the breadcrumbs turn a beautiful golden brown and crispy. The contrast of crispy topping with creamy cheese is what makes this dish unforgettable.
Serve Immediately for Maximum Enjoyment
Let the mac and cheese rest for 2-3 minutes after removing from the oven—this allows the breadcrumbs to crisp up fully and the cheese to set slightly. Serve in deep bowls with extra crispy breadcrumbs on the side for those who want more crunch. The first bite should deliver that perfect combination of creamy, cheesy goodness with a satisfying crunch from the breadcrumb topping.
This dish tastes even better the next day, but the breadcrumbs will lose some of their crispiness. If reheating, cover with a damp paper towel and warm in the oven at 350°F for 10-15 minutes to restore that perfect texture.
Pro Tips For Making Famous Dave'S Macaroni And Cheese
- Cook pasta al dente: DESCRIPTION: Famous Dave’s version relies on elbow macaroni that’s just firm enough to bite into—no mush. Taste-test a piece at 1 minute before the package’s suggested cook time. Undercooked pasta soaks up sauce better, and overcooked noodles turn your creamy masterpiece into glue.
- Grate cheese fresh: DESCRIPTION: Pre-shredded cheddar has anti-caking agents that make the sauce grainy. Use a box grater or pulse sharp cheddar in a food processor for powdery, meltable curds. Skip the pre-shredded—it’s the difference between smooth sauce and sad texture.
- Whisk roux low and slow: DESCRIPTION: The butter-flour roux is where flavor builds, but rushing it burns before it thickens. Keep heat at medium-low and stir like your life depends on it—after 3 minutes, it should smell nutty, not acrid. No shortcuts here; patience pays off.
- Strain excess milk: DESCRIPTION: After mixing the roux with milk, strain the cheese sauce through a fine-mesh sieve to catch any stray flour bits. It’s a pain, but the result is silky, not gritty. (Yes, even if you’re impatient—trust me.)
Troubleshooting great famous dave's macaroni and cheese
Cheese Sauce Separating
If your cheese sauce looks curdled or oily, it's likely separating. This happens when the sauce gets too hot or when low-fat dairy is used. To fix it, remove the pot from heat and whisk in 1-2 tablespoons of cold butter until smooth.
For prevention, never let the sauce boil—keep it at a gentle simmer. I've found that using whole milk and sharp cheddar (not pre-shredded) helps maintain stability.
Pasta Too Soft or Mushy
Overcooked pasta is a common issue when baking mac and cheese. The fix? Cook your pasta just 1 minute less than package instructions suggest, then finish cooking in the oven with the cheese sauce.
If it's still too soft, drain excess liquid from the bottom of the Dutch oven before baking. I've ruined many batches by not testing the pasta's doneness—always taste a piece before draining!
Breadcrumbs Staying Soggy
Soggy breadcrumbs happen when moisture seeps through too quickly. To prevent this, bake your mac and cheese in a 400°F oven for the initial 10 minutes before adding the topping.
Then, toast the breadcrumbs separately in a dry pan for 2-3 minutes until golden before sprinkling. For extra insurance, mix 1 tablespoon cornstarch into the breadcrumb mixture before adding butter.
Sauce Too Thick or Gluey
A gluey sauce means your roux cooked too long or you didn't add enough pasta water. If this happens, whisk in 1-2 tablespoons of warm milk or reserved pasta water until smooth.
For future batches, remove the sauce from heat just before it reaches your desired thickness—it'll continue thickening slightly as it sits. I keep a small bowl of warm milk nearby to loosen any thick spots as I work.
Cheese Not Melting Completely
Unevenly melted cheese usually means the sauce wasn't hot enough or the cheese was added too quickly. Next time, melt your butter first, then whisk in flour to form a roux before adding milk. When incorporating cheese, do it gradually over low heat, stirring constantly.
For stubborn clumps, use a fine-mesh sieve to strain the sauce before combining with pasta. I've had success with Monterey Jack when sharp cheddar proves difficult to melt.
Breadcrumbs Not Crispy Enough
Undercooked breadcrumbs happen when they don't get enough time in the oven. After sprinkling them on top, bake for an additional 2-3 minutes until golden brown. For extra crispiness, toast the breadcrumbs in the oven at 375°F for 3-4 minutes before adding them to the mac and cheese.
I like to use a mix of panko and crushed cornflakes for maximum crunch. 🌟
Nutrition facts
Frequently asked questions
Why does Famous Dave's mac and cheese have such creamy swirls?
The signature swirls come from baking the pasta and sauce together at 400°F for 10 minutes before adding the breadcrumb topping. This slow melt creates those gorgeous, stretchy layers. The key is using sharp cheddar and whole milk—they emulsify perfectly when heated gently.
Can I make this mac and cheese without baking?
For a stovetop version, cook the pasta al dente, make the cheese sauce as directed, and combine everything in a pot. Keep it warm on low heat, stirring occasionally. The texture will be slightly less creamy, but still delicious. Add extra butter to the breadcrumbs for that crispy contrast.
What’s the best way to reheat leftovers?
Cover with a damp paper towel and warm at 350°F for 10-15 minutes to restore crispiness. For extra crunch, sprinkle fresh toasted breadcrumbs on top before reheating. The cheese sauce stays creamy, but the breadcrumbs may soften slightly—just add more when serving.
Can I use pre-shredded cheese?
Pre-shredded cheese is not recommended—it contains anti-caking agents that can make the sauce grainy. If you must, use block cheese shredded yourself. For a smoother texture, strain the sauce through a fine-mesh sieve after melting. The effort is worth it for that restaurant-quality creaminess!
How do I make this recipe vegan?
Swap the butter for vegan butter or coconut oil, use unsweetened almond milk or oat milk, and replace cheddar with vegan cheese (like Violife or Daiya). For the breadcrumb topping, use vegan butter or olive oil. The sauce won’t be as rich, but it’ll still be creamy and delicious.