Serve this classic comfort food along with your favorite memories for a family dinner they'll remember.
Table of Contents
🗝️ Key takeaways
- Mac & cheese has been crowd pleasing for generations... and it's budget friendly!
- It's a a necessary side dish at all holidays and cookouts but I like to serve it as a meatless main dish once in awhile.
- (techniques they'll learn or some other informative fact from the post)
Elbow macaroni is swathed in the smoothest sauce, with cubes of two types of cheese stirred in. It soaks up even more cheesy goodness while it's baking.
Every bite is a combination of tender macaroni, creamy sauce, and gooey strings of cheese.
Buttery, crunchy crumbs add texture and an extra pop of flavor to the top.
If comfort food had a hierarchy this retro mac and cheese recipe would be the goddess of them all.
🧾 Ingredients
This is an overview of the ingredients. You'll find the full measurements and instructions in the green recipe card (printable) at the bottom of the page.
📖 Variations
- I like to use Panko for the top because it stays crispier but homemade bread crumbs or crushed Ritz crackers are fine, too.
- Mac & Cheese is versatile, you can add almost anything. Bacon, smoked sausage, leftover roast beef, your favorite vegetables...
- Use any shape of pasta you like.
- Try using evaporated milk instead of regular milk. It's even creamier!
Next time try the tavern style skillet mac and cheese with beer.
🔪 Instructions
This is an overview of the instructions. Full instructions are in the green recipe card at the bottom of the page.
How to make roux
The creamy roux is the secret to gooey, delicious baked macaroni and cheese! It's easy - here's how... (you an also watch the 2 minute video for a look at the technique in action!)
- Melt the butter in a heavy pan until it is melted and it foams. Don't let it start to darken.
- Whisk in the flour over medium-low heat until all the lumps are gone and it's smooth.
- Continue to cook, stirring often and making sure that stir in the mixture from the sides of the pan. I use a rubber spatula for this.
- Cook until the mixture is light brown. This will take maybe 5 minutes or less.
Now the cheese sauce
- Now whisk in the milk a little at a time. It will bubble up and get lumpy but that's ok - just keep adding the milk and whisking until it's smooth.
- Cook and whisk until thickened. You're making a basic cream sauce.
- Whisk eggs and add some (about ¼ cup) of the hot mixture to them slowly, beating constantly.
- Now add the mixture back to the pan, whisking constantly. Cook, stirring constantly until it is thick and creamy.
Add cheese
- Add the cheese.
- Stir until smooth and it's ready to use!
Assemble it
- Spray a casserole dish with no-stick spray. Bring a large pot of water to a boil and add a little bit of salt. Cook the macaroni just past the a la dente stage. Drain and add to the prepared baking dish with the creamy cheese sauce.
- Stir in the sauce and add the cheese cubes.
- Stir and sprinkle the bread crumbs on top. Drizzle with butter.
- Bake until the top is crispy and the cheese is gooey.
🥫 Storage
Cover with plastic wrap or put leftovers in an airtight container. It will be fine in the refrigerator for up to 4 days.
This freezes well for 3 months or so. Cover tightly with aluminum foil and freeze.
Thaw in the refrigerator overnight then cover with aluminum foil and heat in a 350F oven for about 30 minutes, or until hot all the way through. You may need to add a little extra milk.
💭 Things to know
Expert Tip: For best flavor use a mixture of different cheeses. I used Swiss, medium Cheddar, and sharp Cheddar cheese but you can use any combination you like. A smoked Cheddar or Pepper Jack is fabulous in this!
This baked mac and cheese is full of old fashioned goodness.
Those tell-tale strands of gooey cheese pull up with every spoonful. Crispy, buttery breadcrumbs add texture to every bite.
Making this family favorite from scratch instead of from a box takes a little more time but it's just SO good!
- The cheesiness comes from two kinds of cheese used in two different ways. You can use more varieties if you like.
- Grate the cheese from a block of cheese - it will have a creamier texture when it melts.
- Whole milk works better than low-fat or fat free milk.
- When you add the milk to the roux stir...stir...stir.... it will look like it's clumping up but if you stir constantly it will smooth out. Stir until the mixture coats the back of a spoon.
- Put together this old fashioned macaroni and cheese casserole the night before if you like, just be sure to leave off the crumbs until you are ready to bake. When you get home from work the next evening, or get home from sky diving, or whatever it is you do, add the crumbs and slide it into the oven for a half hour while you relax with a glass of wine and your favorite reality show.
- As much as I hate to say this - overcook the macaroni just slightly. You don't want it a la dente for this dish. When it is soft (but not so much that it's mushy) then it absorbs the cheese sauce a bit more. Everyone will want to know your secret.
- Should you cover baked mac and cheese when cooking? Nope - it's not necessary. Baking it uncovered gives it a nice crispy top.
👩🍳 FAQs
Yes you can. Cover it and refrigerate without the crumbs on top. Just before baking add the crumbs and you're ready to go!
You can keep leftovers tightly covered in the refrigerator for at least 3 days and up to 5. I like to seal serving sized squares of it in my vacuum sealer so that during the busiest times the family can grab, microwave, and go!
You can but the texture will change. Wrap it tightly and freeze for up to three months.
Be sure to add some milk when reheating and keep the dish covered. That will revive it a little and keep it from drying out.
Cover with foil and bake at 350F for about 20 minutes or until heated through.
I like to make the ultimate baked macaroni and cheese with a mixture of cheeses that almost always includes sharp Cheddar. Cheeses to try are:
Pepper Jack
Colby
Swiss
Gruyere
Mild Cheddar
Parmesan
Mozzarella
American
Extra Sharp Cheddar
Monterey Jack
Pre-shredded cheese is dusted with cellulose to keep it from clumping together. This also keeps it from melting into a creamy sauce. Always buy a block of cheese and grate it yourself.
You can. I don't think the texture is as good but non-dairy products like milk and vegan cheese will work.
📚 Related recipes
When the weather starts getting chilly I start craving comfort food. Here are some of my favorites -
- Chicken and Noodles casserole can be finished in the oven with a crispy topping or on top of the stove for old fashioned, creamy goodness.
- We are big fans of pimento cheese - if you are too you'll love this pimento mac and cheese recipe!
- Chicken spaghetti is a family favorite your family will love!
- This super easy southern crockpot mac & cheese has almost 0 prep time.
🍽️ Serve with...
I like to serve macaroni and cheese as a meatless main dish. I'll add southern green beans or pan fried brussels sprouts as a side dish.
These cloverleaf rolls are perfect if you have time. Cinnamon spiced apple rings are a delicious way to end the meal.
As a side dish I think I like it best with my Mom's meatloaf recipe!
📞 The last word
Nothing says comfort food better than a plate of old fashioned mac and cheese.
Try this old fashioned baked macaroni and cheese bake topped with French fried onions instead of breadcrumbs. It's delicious!
If you click on the number of servings in the recipe card you can adjust the measurements up or down for the exact number of servings you need.
If you love this recipe please give it 5 stars! ⭐️⭐️⭐️⭐️⭐️
📖 Recipe
Old Fashioned Baked Macaroni and Cheese
Print Pin Recipe Save Recipe Rate RecipeIngredients
- 16 ounces elbow macaroni, cooked and drained
- ½ cup butter
- ½ cup flour
- 2 teaspoons mustard powder, optional, you may want a little more or a little less depending on your tastes
- 2 cups milk, warm not hot
- 2 cups half and half cream, warm not hot
- 2 eggs
- ½ teaspoon salt
- Fresh ground black pepper, generously to taste
- 2 cups medium cheddar cheese, about ½ pound, shredded
- 3 cups sharp cheddar cheese, This is about ¾ pound 1 cup shredded, the rest cubed
- 1 cup diced Swiss cheese, about ¼ pound
- 2 cups breadcrumbs, Panko works great - or use crushed Ritz crackers
- ⅓ cup butter, melted
Instructions
- Preheat oven to 350°F.
- Cook the macaroni in salted water until very tender - drain and set aside.
- In a large, heavy saucepan melt the butter until it foams.
- Add the flour mixed with salt and pepper and whisk until blended. (This is a roux)
- Cook, whisking constantly, until the roux is a very light golden brown, moving the mixture around the pan constantly so it doesn’t scorch
- Mix milk and cream together.
- Pour milk mixture in slowly, whisking constantly.
- Bring to a boil.
- Reduce heat and cook while stirring until the mixture thickens – just a few minutes.
- Stir in mustard powder if using.
- Add about a ¼ cup of the hot mixture to the beaten egg a tablespoon at a time, beating well so the egg doesn’t curdle.
- Add the warm milk and egg mixture back into the mixture in the pan, whisking constantly. Cook for a minute or two.
- Stir in 1 cup of the sharp cheddar and 1 ½ cups of the medium cheddar until the mixture is smooth and creamy.
- Add the macaroni to a prepared baking dish (sprayed with non-stick spray).
- Cover with the sauce and stir to blend.
- Add the cheese cubes and stir in.
- Top with bread crumbs.
- Drizzle with melted butter.
- Bake for 20-30 minutes, or until golden brown and bubbling.
- Let the casserole stand for five minutes before serving.
Notes
- The cheesiness comes from two kinds of cheese used in two different ways. You can use more varieties if you like.
- Grate the cheese from a block of cheese - it will have a creamier texture when it melts.
- When you add the milk to the roux stir...stir...stir.... it will look like it's clumping up but if you stir constantly it will smooth out. Stir until the mixture coats the back of a spoon.
- Put together this old fashioned macaroni and cheese casserole the night before if you like, just be sure to leave off the crumbs until you are ready to bake. When you get home from work the next evening, or get home from sky diving, or whatever it is you do then add the crumbs and slide it into the oven for a half hour while you relax with a glass of wine and your favorite reality show.
- As much as I hate to say this - overcook the macaroni just slightly. You don't want it a la dente for this dish. When it is soft (but not so much that it's mushy) then it absorbs the cheese sauce a bit more. Everyone will want to know your secret.
Nutrition Facts
Nutrition information is estimated as a courtesy. If using for medical purposes, please verify information using your own nutritional calculator. Percent Daily Values are based on a 2000 calorie diet.
This recipe has been tested several times. If you choose to use other ingredients, or change the technique in some way, the results may not be the same.
Originally published November 2013. Last updated September 9, 2023, to improve editorial content.
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