Memorial Day Marvel: Just 3 ingredients. I make it when I want a side dish that outshines the main course.

This is my go-to Memorial Day side dish when I want something that quietly sneaks in and steals the show from the burgers and brats: a 3-ingredient, oven-baked marvel with a caramelized, glistening golden crust. It’s basically a dressed-up, hands-off potato bake that turns ridiculously creamy underneath and umami-rich and crispy around the edges. I started making this a few summers ago when I needed a side I could throw in the oven while juggling work emails and grill duty, and it’s become a tradition because it looks impressive in the glass baking dish but is secretly as easy as tossing everything together and walking away.

Serve this alongside grilled burgers, brats, or steaks, and let everyone scoop right from the glass baking dish while it’s still steaming. It’s also great with BBQ chicken, pulled pork, or veggie skewers because the rich, salty, caramelized potatoes balance smoky flavors really well. I like to add something fresh and crunchy on the table—a simple green salad, coleslaw, or sliced cucumbers and tomatoes—to cut through the richness. If you’re feeding a crowd, you can pair it with corn on the cob and a big bowl of fruit salad so people can build overflowing plates without a lot of extra work from you.

Servings: 6

3 pounds small yellow or Yukon Gold potatoes, scrubbed and cut into 1-inch chunks

Preheat your oven to 400°F (200°C). Place a rack in the center of the oven so the potatoes can brown evenly without burning.

Lightly grease a deep 9x13-inch glass baking dish with a bit of the melted butter or a quick swipe of oil to prevent sticking.

Scrub the potatoes well and pat them dry with a clean kitchen towel. Cut into roughly 1-inch chunks so they cook at the same rate and get a good balance of creamy interior and crisp edges.

In a large bowl, combine the potato chunks and the melted butter. Toss thoroughly until every piece is glossy and coated; this butter is what helps create that caramelized, glistening golden crust.

Sprinkle the grated Parmesan cheese over the buttered potatoes and toss again until the cheese clings to the surfaces. Some cheese will fall to the bottom of the bowl—that’s okay, scrape it all into the baking dish for extra crispy, umami-rich bits along the edges.

Pour the potato mixture into the prepared glass baking dish, spreading it into an even layer. Try to keep the potatoes in a single, fairly snug layer rather than piled high, which helps maximize browning.

Cover the baking dish tightly with foil and bake for 25 minutes. This covered time lets the potatoes steam and start to soften while the butter and cheese mingle.

After 25 minutes, carefully remove the foil (watch for escaping steam). Use a spatula to gently stir and flip the potatoes, scraping up any cheesy bits from the bottom and sides so they don’t burn in one spot.

Return the uncovered dish to the oven and bake for another 25–35 minutes, stirring once more halfway through, until the potatoes are tender all the way through and the tops and edges are deeply golden and caramelized. You’re looking for glistening, crispy edges and some browned Parmesan stuck to the glass around the sides.

If you want an extra-deep golden crust, switch the oven to broil for the last 2–4 minutes, watching closely so the cheese doesn’t tip from caramelized to burnt.

Remove the baking dish from the oven and let the potatoes rest for 5–10 minutes. They’ll still be steaming, and this brief rest helps the buttery, cheesy coating thicken and cling instead of sliding off.

Serve straight from the glass baking dish while hot, making sure to scrape up those umami-rich, crispy edges and stuck-on golden bits—they’re the best part and exactly what makes this side dish outshine the main course.

You can keep this a true 3-ingredient marvel or dress it up a bit depending on your crowd and what you have on hand. For a garlicky twist, toss the potatoes with 2–3 teaspoons of garlic powder before baking (powder is less likely to burn than fresh garlic). If you like herbs, sprinkle dried Italian seasoning or dried thyme over the potatoes before they go in the oven, or finish with a handful of chopped fresh parsley or chives after baking for color. To lean into smoky BBQ vibes, add a teaspoon of smoked paprika or a favorite BBQ seasoning blend (just check if it already includes salt so you don’t over-season if you’re using very salty Parmesan). For extra richness, drizzle 2–3 tablespoons of heavy cream over the potatoes right before the foil-covered portion of baking to create a slightly more saucy, gratin-like bottom layer. You can swap Yukon Gold potatoes for red potatoes or baby potatoes; just keep pieces about the same size so they cook evenly. Food safety tips: Always wash and scrub potatoes thoroughly to remove dirt and any sprouts or green spots (cut those off; green areas can be bitter and should be discarded). Use clean utensils and a clean cutting board, especially if you’re prepping raw meat for the grill at the same time—keep raw meat and its juices completely separate from the potatoes and butter. Melt butter gently on the stove or in the microwave in short bursts to avoid scorching. When the dish comes out of the oven, the glass baking dish and butter will be extremely hot; use thick oven mitts and place it on a heat-safe surface, and keep kids and pets clear. Refrigerate leftovers within 2 hours in a shallow container and reheat thoroughly in the oven until hot all the way through before serving again.