Mushroom-Herb Macaroni & Cheese

Macaroni and cheese is a perennial favorite among kids and a safe fall back for parents with picky eaters. However, most adults will tell you that they still consider the ooey, gooey dish to be one of the ultimate comfort foods. One of the best things I could have ever done was learn how to make homemade macaroni and cheese from scratch. No more blue box mac n’ cheese for this girl! I have made quite a few different variations (a basic recipe, along with a “grown up” version that includes bacon) and I have to say that this one is by far my favorite. This mushroom-herb version was born out of a fondue dish that my Chief Culinary Consultant and I enjoyed during a snowy weekend last January while watching some playoff football. The fondue dish included brie with a couple of other cheeses and a mushroom-herb paste mixed in; I took this idea and turned it into an insanely delicious baked macaroni and cheese recipe.

As with most homemade macaroni and cheese recipes, this one is based on a bechemel sauce that includes melted cheese. Gruyere and white cheddar are two of my favorite cheeses and really complement each other well, so it was a no brainer for me to use them in this dish. The addition of mushrooms and herbs truly makes this more of a glammed up, gourmet style dish that you could easily serve to company and feel confident about. I love the layer of bread crumbs on top; it keeps the pasta from drying out in the oven and adds a deliciously crunch to each and every bite.

This recipe is currently being featured on the 30 Days 30 Ways with Macaroni & Cheese blog that celebrates National Macaroni and Cheese Month. That’s a perfect holiday, if there ever was one! Each day for 30 days a new macaroni and cheese recipe will be featured – you will have no lack of ideas for homemade macaroni and cheese! The good people of the Wisconsin Milk Marketing Board coordinated this effort and provided me a stipend for the ingredients in this recipe (anytime you can snag discount Gruyere, it’s a bonus!).

Do you have a favorite macaroni and cheese recipe? The thing I love about making it at home is all of the different variations you can try!

Mushroom-Herb Macaroni & Cheese

Servings 6 servings as a main dish or 8-10 as a side dish
Prep 30 minutes
Cook 20 minutes
Total 50 minutes
Course: Main Course
Cuisine: American
Author: Michelle

You're going to love this loaded mac n cheese recipe!


  • 11
  • 1
    cremini mushrooms
    (roughly chopped)
  • 1
  • Salt & pepper
  • 2
    white wine vinegar
  • 4
    all-purpose flour
  • 2
    chopped fresh thyme
  • 2
    chopped fresh tarragon
  • 2
    chopped fresh chives
  • 3
    whole milk
  • 6
    shredded Gruyere cheese
  • 6
    shredded white cheddar cheese
  • 12 to 16
    elbow or other small pasta
  • 1
    plain bread crumbs


  1. 1. Preheat the oven to 400°F. Have a 9x13-inch baking dish ready. Set a pot of water (for the pasta) over high heat and cover.
  2. 2. In a large skillet, melt 3 tablespoons of the butter over medium-high heat. Add the mushrooms and shallot and saute, stirring occasionally, until the mushrooms have cooked down and are browned, 8-10 minutes. Season with salt and pepper. Add the vinegar and cook, stirring, until the liquid has cooked off. Turn off the heat and set aside.
  3. 3. For the bechemel sauce, in a medium-sized saucepan, melt 4 tablespoons of the butter over medium heat. Once the butter has melted, whisk in the flour and cook for about 30 seconds, whisking constantly. Add the herbs and, still whisking, saute for another 30 seconds. In a slow, steady stream, whisk in the milk. Allow the sauce to come to a simmer.
  4. 4. While waiting for the sauce to simmer, add the pasta to the pot of boiling water and cook to al dente, or 1-2 minutes less than the box calls for.
  5. 5. Once the bechemel sauce simmers, stir in 5 ounces each of the Gruyere and white cheddar cheeses until completely melted. Season with salt and pepper. Turn off the heat.
  6. 6. Melt the remaining 4 tablespoons butter. In a small bowl, mix the melted butter with the breadcrumbs.
  7. 7. Strain the pasta and in a large mixing bowl, toss the pasta, the sauce, and the mushrooms. Pour into the baking dish. Sprinkle with remaining 1 ounce each of Gruyere and white cheddar. Sprinkle the breadcrumb mixture on top of the cheese.
  8. 8. Bake for 15-20 minutes, until browned and bubbly. Let sit for 10-15 minutes before serving.


Calories: 812kcal
Fat: 45g
Saturated fat: 27g
Cholesterol: 128mg
Sodium: 653mg
Potassium: 752mg
Carbohydrates: 69g
Fiber: 3g
Sugar: 10g
Protein: 32g
Vitamin A: 1465%
Vitamin C: 1.9%
Calcium: 704%
Iron: 2.8%

Did you make this recipe?

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