Next time try the tavern style skillet mac and cheese with beer.
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❤️ Why you'll love this recipe
- just like grandma used to make
- assemble or make it ahead
- crowd pleasing for generations
Tender macaroni is swathed in the smoothest sauce, with cubes of two types of cheese stirred in so that every bite is a combination of creamy and gooey goodness. Buttery, crunchy crumbs add texture and an extra pop of flavor.
If comfort food had a hierarchy this retro mac and cheese recipe would be the goddess of them all.
🧾Ingredients
Serve this classic recipe along with your favorite memories for a family dinner they'll remember.
For best flavor use a mixture of different kinds of cheese. I used Swiss, sharp Cheddar, and medium Cheddar but you can use any combination you like. A smoked cheddar or Pepper Jack is fabulous in this!
🔪 Instructions
Note: This is an overview of the instructions. The full instructions are in the green recipe card below.
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.
- 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.
- Beat the 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 the cheese.
- Stir until smooth and it's ready to use!
How to put it together
- 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 a casserole 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.
🥄 Equipment
You'll need the following items to make this recipe successfully.
- casserole dish
- medium bowl
- medium saucepan
- whisk
- large saucepan
💭 Tips
This baked mac and cheese is full of old fashioned goodness, crispy, buttery bread crumbs, and those tell-tale strands of gooey cheese. Making this family favorite from scratch instead of from a box is easy!
Expert Tip: Grate the cheese from a block of cheese - it will have a creamier texture when it melts.
- 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.
- I like to use Panko for the top because it stays crispier but homemade bread crumbs or crushed Ritz crackers are fine, too.
- 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.
- Mac & Cheese is versatile, you can add almost anything. Bacon, smoked sausage, leftover roast beef, your favorite vegetables...
- 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.
- Try using evaporated milk instead of regular milk. It's even creamier!
Make it stretch
Macaroni and cheese is definitely budget friendly but there are ways to cut the cost.
- Use half the amount of cheese
- Use all milk instead of part cream
- Add more pasta
- Use leftovers as a topping for shepherd's pie or other casseroles
Enjoy 30 quick weeknight dinner recipes!
What to serve with macaroni and cheese
If you're using macaroni and cheese as a main dish and wondering what kind of side dish to serve with it I've got you! Here are some of my favorite go-withs!
- buttered broccoli is simple and is perfect with the richness of this dish
- southern green beans go with everything
- a crispy salad
- pan fried brussels sprouts
- a big pan of grandma's cloverleaf rolls
- this marinated green bean salad but I'd leave out the potatoes.
- spiced apple rings
- fried cabbage
- fresh sliced tomatoes with salt and pepper
If you're using it as a side dish then mac and cheese goes with -
- pork chops
- chicken
- fried chicken or chicken nuggies
- bbq beef
- bbq pork or chicken
- meatloaf
- hamburgers
- hot dogs or corn dogs
- almost anything!
👩🍳 FAQs
Here are the questions I am most frequently asked about this homemade macaroni and cheese recipe.
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
📚 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.
- King Ranch Casserole is made with chicken, Ro*Tel, and onion mixed with a creamy, rich sauce and layered in a casserole dish with corn tortillas and a generous amount of cheese. Very quick meal.
- Cheesy Mexican Lasagne is the perfect mixture of Italian and Tex-Mex. Corn tortillas are layered with cheese, refried beans, and spiced ground beef to create an easy, make-ahead meal the whole family will love
- Old Fashioned Stuffed Bell Peppers are an inexpensive comfort food that can be made in the oven, crockpot, or top of stove. There are a lot of variations but here is how I like them, my Mom's Depression era recipe.
- Chicken spaghetti is a family favorite your family will love!
There is absolutely nothing that can boast its comfort food status better than a plate of old fashioned macaroni and cheese. The tender macaroni is not only is swathed in the rich, cheesy sauce but the macaroni soaks even more up while it's baking.
📖 Recipe
Old Fashioned Baked Macaroni and Cheese
Equipment Needed
Ingredients
- 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.
- I like to use Panko for the top because it stays crispier but homemade bread crumbs or crushed Ritz crackers are fine, too.
- 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.
- Mac & Cheese is versatile, you can add almost anything. Bacon, smoked sausage, leftover roast beef, your favorite vegetables...
- 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.
- Cornflakes work great in place of the breadcrumbs on the top.
Nutrition Facts
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We'll never share your email or send you spam. Pinkie swear.Originally published November 2013. Last updated October 7, 2020 to improve instructions, add step by step images, and overall better reader experience.
Paula Michele Hafner
I enjoy cooking and haven't had a new set of pans in a long time. Most of mine are mismatched. These would be fun to use. (plus blue is my favorite color)
Robin Cutrell
My pans came from yard sales and goodwill - having a new set would be amazing!
Angela Thompson
I would cook a little bit of everything...every day...in these pans!
Leslie Stanziani
I want to win these as I need new pots and pans. I have not had a matching set in many years lol.
Rosanne
I have a mismatched set of beat up ol cookware. Maybe I'd cook more if I had these:)
brandy c
My old pans are slightly damaged and I love the color blue.
joseph gersch
i want to make omelets and sauces in these pans
Laurajj
Oh these would be so wonderful for our family! I end up cooking two meals almost every night as I have celiac disease and the rest of the family eats normal. I would love a set of pans just for gluten free cooking so that I do not get the cross contamination.
shawna
I would love to replace all our old rusty cookware with something nice.
laura bernard
I would love to gift these pans to my amazing mama who has had the same set of pans for 27 years! She needs new!