Baked Macaroni and Cheese Recipe Like Mom Made

Baked macaroni and cheese with a buttery crumb topping is legendary comfort food when each spoonful is an old fashioned delight of creamy sauce, tender macaroni, a scatter of crispy breadcrumbs, and a forest of gooey cheese strings stretching from casserole to serving spoon.

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Serve this classic recipe along with your favorite family memories for a family dinner they'll remember. Take a look at this Southern version with beer, too.

For this recipe you will need:

• elbow macaroni
• butter
• all purpose flour
• mustard powder
• milk
• half and half cream
• eggs
• salt
• pepper
• cheddar cheese - medium and sharp
• Swiss cheese
• breadcrumbs

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

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!

The main things to remember are:

• 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.

Which cheese is best?

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

How to make roux

This old fashioned macaroni and cheese recipe starts with a roux, a cooked combination of flour and butter. If this is not done right the entire recipe will be off. If it's undercooked it will taste like raw flour - over cooked and it will taste scorched.

Some mac and cheese recipes don't use roux - they depend on just cheese and cream. As far as I know there's not a right or wrong - I know that my Aunt Lou was making this macaroni and cheese recipe as written since before World War 2. I think she snagged my uncle with it.

1. Starting with a low fire (or lowest heat on an electric) melt the butter in a heavy saucepan until it foams. Don't let the butter brown.
2. Add the flour all at once and stir constantly.
3. Stir constantly while carefully watching the color of the butter and flour mixture. Don't worry about it lumping up just keep it moving.
4. When the mixture becomes a light golden brown slowly add warmed milk and cream, whisking constantly.
5. The process takes about eight minutes at my house but don't try to go by the clock. You have to go by the color.

FAQs

Here are the questions I am most frequently asked about this recipe.

Can you make this ahead of time and bake later?

Yes you can. Cover it and refrigerate without the crumbs on top. Just before baking add the crumbs and you're ready to go!

How long does it keep?

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!

Can you freeze it?

You can but the texture will change. Wrap it tightly and freeze for up to three months.

How do you make it creamy again?

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.

How to reheat?

Cover with foil and bake at 350F for about 20 minutes or until heated through.

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
• Shepherd's Pie with Leftover Pot Roast is a delicious way to use up leftover roast! Meat and vegetables are enveloped in a rich gravy and then covered with a creamy cloud of buttery mashed potatoes. 
• 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!

Equipment

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This red casserole dish is pretty enough to put right on the table or take to a potluck!

Kaffeeklatch

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.

My mother came from a family of seven.

Each of the girls, and the sisters-in-law had a specialty that they brought to each family gathering. Being in Michigan the foods were likely to be Jell-o salads, macaroni dishes, and such. Aunt Bernie was, I think, the hands down best cook in the family - her apple pandowdy was to die for!

But Aunt Lou made far and away the most magical, the cheesiest, the most amazing baked macaroni and cheese recipe in the history of the known world.

The edges were just a little crunchy and when you pulled the spoon out long, steaming strands of cheese would clutch at the dish until you took your finger and pulled those gooey cheese threads away. The top was strewn with crispy, buttery, bread crumbs and a generous twist of black pepper so that every bite was a contrast between rich/creamy and crunchy/crispy.

I can taste it to this day. I swear there has never been anything like it and I sure can't do it justice, either. She obviously had the touch.

Creamy comfort food! Old fashioned, homemade macaroni and cheese is just about everyone's favorite comfort food whether it's a side dish or a main course.

If you love this recipe please give it 5 stars.

📖 Recipe

4.48 from 38 votes

Old Fashioned Macaroni and Cheese

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Creamy, gooey, mac and cheese topped with crispy, buttery breadcrumbs brings old fashioned goodness to your table whenever you need serious comfort food.

Course Main Dish

Cuisine American

Prep Time: 15 minutes

Cook Time: 30 minutes

Total Time: 45 minutes

Servings:8

Calories:656

Author:Marye Audet-White

As an Amazon Associate I earn from qualifying purchases.

Ingredients

1x2x3x

• 1 16-ounce elbow macaroni, cooked and drained
• 8 tablespoons unsalted butter
• 8 tablespoons 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
• 1/2 teaspoon salt
• Fresh ground black pepper, generously to taste
• 2 cups medium cheddar cheese, about 1/2 pound, shredded
• 3 cups sharp cheddar, This is about 3/4 pound 1 cup shredded, the rest cubed
• 1 cup diced Swiss cheese, about 1/4 pound
• 2 cups breadcrumbs, Panko works great - or use crushed Ritz crackers
• 1/3 cup unsalted butter

Instructions

• Preheat oven to 350°F.
• Cook the macaroni in salted water - 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.
• Remove from heat.
• Stir in mustard powder if using.
• Add about a 1/4 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.
• Stir in 1 cup of the sharp cheddar and 1 1/2 cups of the medium cheddar until the mixture is smooth and creamy.
• Fold in the cooked, drained macaroni and the diced cheeses.
• Spoon the macaroni mixture into a buttered 13 x 9 inch casserole dish.
• Top with the remaining cheddar.
• Melt the remaining 1/3 cup of butter in a high sided frying pan.
• Add the breadcrumbs and cook, stirring constantly, until the crumbs are coated with butter and crispy.
• Add the breadcrumbs to the top of the macaroni and cheese and bake for 20-30 minutes, or until golden brown and bubbling.
• Let the casserole stand for five minutes before serving.

Notes

This baked mac and cheese is full of old fashioned goodness, crispy, buttery bread crumbs, and those tell-tale strands of gooey cheese. The main things to remember are:

• 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.

Nutrition

Calories: 656kcal | Carbohydrates: 32g | Protein: 23g | Fat: 48g | Saturated Fat: 29g | Cholesterol: 176mg | Sodium: 701mg | Potassium: 287mg | Fiber: 1g | Sugar: 5g | Vitamin A: 1495IU | Vitamin C: 0.6mg | Calcium: 606mg | Iron: 2.2mg

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Originally published November 2013. Last updated March 2020 for readability and speed.