Baked Shells with Gremolata Breadcrumbs


Macaroni and cheese is always a crowd-pleaser. This version features a combination of Fontina for optimal gooey texture and cheddar for its tangy flavor, and a crispy mix of toasted panko, parsley, lemon, and garlic that cuts through the richness of the ultra-creamy baked shells.

Active Time:
50 mins
Total Time:
1 hrs 20 mins
10 Servings


  • 1 tablespoon plus 1 3/4 teaspoon kosher salt, divided  

  • 1 (16-ounce) package medium pasta shells 

  • 3 tablespoons extra-virgin olive oil, divided 

  • ¼ cup unsalted butter 

  • 1/3 cup all-purpose flour (about 1 1/2 ounces) 

  • 3 1/2 cups half-and-half, warmed

  • 1/2 cup whole milk, warmed 

  • 8 ounces Fontina cheese, shredded (about 2 cups), divided 

  • 8 ounces sharp cheddar cheese, shredded (about 2 cups), divided 

  • 1 ¼ teaspoons onion powder

  • 1 ¼ teaspoons garlic powder

  • 1 ¼ teaspoons ground white pepper 

  • ¼ teaspoon ground nutmeg

  • 1/2 teaspoon black pepper 

  • 1/2 cup panko breadcrumbs

  • 1/2 cup finely chopped fresh flat-leaf parsley

  • 6 (2- x  1/2-inch) lemon peel strips, minced (about 2 teaspoons) 

  • 1 small garlic clove, grated  


  1. Preheat oven to 350°F with rack 10 inches from heat. Bring a large saucepan of water to a boil over high. Add 1 tablespoon salt and stir in shells; cook according to package directions for al dente. Drain shells and transfer to a large bowl. Add 1 tablespoon oil; toss to coat. Set cooked shells aside.

  2. Wipe saucepan clean. Add butter and melt over medium. Whisk in flour; cook, whisking constantly, until mixture is lightly browned, 3 to 4 minutes. Gradually whisk in half-and-half and milk until sauce is smooth. Bring just to a simmer over medium-high, whisking occasionally. Reduce heat to low; simmer, whisking often, until no floury taste remains, about 5 minutes. Remove from heat. Gradually whisk in 1 1/2 cups Fontina and 1 1/2 cups cheddar until smooth. Whisk in onion powder, garlic powder, white pepper, and nutmeg. Fold in cooked shells. Season with 1 1/2 teaspoons salt and the black pepper. Spread mixture evenly in a 2-quart broiler-safe baking dish. Sprinkle with remaining 1/2 cup Fontina and remaining 1/2 cup cheddar.

  3. Bake in preheated oven until bubbling around edges, about 20 minutes. Increase oven temperature to broil. (Do not remove baking dish from oven.) Broil until browned in spots, 3 to 4 minutes. Remove from oven; let cool 5 minutes.

  4. Meanwhile, heat remaining 2 tablespoons oil in a medium skillet over medium. Add panko; cook, stirring constantly, until deep golden, about 4 minutes. Transfer to a medium bowl and let cool 2 minutes. Stir in parsley, lemon peel, and garlic. Season with remaining 1/4 teaspoon salt. Serve gremolata breadcrumbs with shells.

    Baked Shells with Gremolata Breadcrumbs
    Photo by Christopher Testani / Food Styling by Margaret Monroe Dickey / Prop Styling by Prissy Lee

Make Ahead

Shells can be prepared through step 2 and refrigerated overnight. Let stand at room temperature 30 minutes before baking.

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