This dish is all about flavor, y’all. I took two detours from an otherwise standard mac & cheese recipe and the result is well worth the little bit of extra effort. Browning the butter takes just a couple minutes and adds no extra steps to the mac-and-cheese-making process. Roasting the garlic takes more time (about 40 minutes) but can be done ahead of time, so don’t worry about that. The flavor impact of these two things is definitely worth it. I love the normal taste of garlic in my cooking but roasting it mellows it out to something milder and almost sweet. Plus, you can avoid the strong garlic-breath factor afterward! Browned butter has a slightly nutty or toasted aroma and the flavor is deeper and richer than that of normal melted butter. While brainstorming this recipe, I worried that there would be too much going on. Mac & cheese is wonderful on it’s own, after all. But the finished dish had the creaminess of classic mac with just a subtle something extra going on flavor-rise.

close-up of brown butter roasted garlic mac & cheese in pan

You might be tempted to hold back on your typical seasonings and such due to the flavor profile of this dish but learn from the mistake I made during my first attempt and don’t skimp on the salt and pepper. πŸ™‚ I also upped the cheese a bit from other recipes you might have seen. My first attempt also needed more of that. The final recipe you see today should be ooey and gooey (in a good way) with a bit of crunch. I’m excited to take some to a Friendsgiving dinner this weekend.

holding pan of brown butter roasted garlic mac & cheese

You might also want to check out my deluxe mac & cheese from a couple of Thanksgivings ago. Thanks for reading!

Signature Dash of JazzP.S. More Thanksgiving side ideas:


5 from 1 vote
full pan of brown butter roasted garlic mac & cheese
Brown Butter Roasted Garlic Mac & Cheese
Prep Time
10 mins
Cook Time
1 hr 10 mins
Total Time
1 hr 20 mins

Baked macaroni and cheese uniquely flavored with roasted garlic and nutty browned butter

Course: Side Dish
Cuisine: American
Keyword: baked mac & cheese, macaroni and cheese with brown butter, soul food side dish, Thanksgiving side dish
Servings: 8 servings
  • 6 tablespoons unsalted butter divided
  • 2 tablespoons flour
  • 1 head garlic
  • 2.5 cups milk
  • 3.5 cups shredded sharp cheddar shredded
  • sea salt to taste
  • white pepper to taste
  • 1 pound elbow macaroni pasta boiled in salted water and drained
  • 1/3 cup panko bread crumbs
  • 2 tablespoons dried parsley
  • 2 tablespoons olive oil
  1. To roast garlic: Preheat oven to 400 degrees. Cut off the top 1/4 of the head then place, cut side up, on a piece of foil. Drizzle olive oil over top then wrap up in foil. Roast in oven for about 40 minutes. When it is cool enough to handle, squeeze the garlic cloves out of their skins into a bowl. Mash with a fork to form a paste. Set aside.
  2. Preheat oven to 375 degrees. In a large saucepan, melt three tablespoons of the butter over medium heat and stir regularly. The butter should bubble (but not pop or burn) and solids will form in the pan. Continue stirring until butter darkens and emits a nutty aroma. (total process is about 5 minutes) Add flour at this point to make the roux for your sauce.
  3. Stir in the flour and cook the roux for about two minutes. Then whisk in milk slowly in order to prevent lumps. Bring mixture to a light boil then add salt, pepper, and roasted garlic. Stir until uniform.
  4. Add cheese, about 1/2 cup at a time, mixing well between each addition. Stir until sauce is uniform in texture and color.
  5. Add in cooked pasta and mix until it is evenly coated with sauce. Spread into a 13 by 9-inch baking dish.
  6. In a small bowl, melt remaining butter (I just pop in the microwave), bread crumbs, and parsley to form a crumb mixture. Sprinkle over top of mac and cheese in baking dish.
  7. Place dish in the oven and back for 20-30 minutes or until top is lightly browned and mac & cheese is bubbly.
Brown Butter Roasted Garlic Mac & Cheese