| | | | | |

Old Fashioned Macaroni and Cheese Recipe

this post was updated on 9/22/2023

Old Fashioned Macaroni and Cheese Recipe will have your childhood memories swelling up! Simple ingredients of cheese, eggs, milk, and pasta combined to create comfort food worth sharing!

Old Fashioned Macaroni and Cheese Recipe

This old-fashioned macaroni and cheese recipe is one I found in a very old Junior League cookbook!

After spending several tests I think this is now my personal favorite homemade macaroni and cheese recipe.

It reminds me of Picadilly Cafeteria if you grew up in the 90s like myself!

Growing up, my grandmother could transform a blue box of mac n cheese into something magical. It might have been the extra sprinkle of real cheese she added or the extra grinds of fresh black pepper.

Old Fashioned Macaroni and Cheese

It could have been that she made it, and she’s the best! We always gave Toni rave reviews, and would look forward to her making it for us!

Affiliate links are used in this post.

This is an easy recipe in that you’ll need a mixing bowl, a box grater, a casserole dish, and a pot to cook pasta in.

Pairs so well with the Best Steakhouse Marinated Chicken!

How to Make Old Fashioned Macaroni and Cheese Recipe

Let’s chat about all the ingredients for a moment.

You’ll need a cheese sauce. But, we won’t be turning on the stove, making a roux, bechamel, white sauce, or anything of the sort!

cheese mixture for old fashioned macaroni and cheese

Instead, you’ll take hand-grated cheeses (of the various sorts), and mix them with whole milk, heavy cream, and eggs.

For this recipe, the combination is white cheddar, mild cheddar cheese, cream cheese, mozzarella, and American. Yep! Good, processed, by the square American cheese.

If you only have sharp cheddar, use that! If you have Colby jack, add that in too!

It’s a delicious combination of cheeses that keeps all of your guests guessing with each bite.

While this isn’t a cheap dish, it’s one where if you have bits and ends of cheese in your fridge, use them up!

My only “must-have” is that you hand grate your cheese on either a box grater or food processor. No bagged business here!

This Counter-Top Cheese Grater is THE tool you need to make this recipe almost effortless. You take the block of cheese, and run it through the grater, making it so incredibly easy and fast for the shredded cheeses!

cream and egg mixture

You’ll mix these cheeses into milk and heavy cream mixture. Along with a couple of eggs.

Do you absolutely need the eggs? Nope! So, if you’d like to leave them, go for it. 

Into this wet mixture, I add my spices like kosher salt, black pepper, garlic powder, and onion powder.

My personal taste is that I want the cheese to shine through and not other flavors, so I keep the spice to a minimum. Although, I do love adding a bit of cayenne pepper to the mix. Just to brighten the flavor, not make it spicy.

If you’re used to adding some dry mustard to your homemade mac, do it! Do whatever your whole family loves.

elbow macaroni for mac n cheese

Once your pasta is cooked, you’ll drain it and add it to your milk-cheese mixture.

In fact! You could boil the pasta in a Dutch oven, reserve half a cup of pasta water, and drain the pasta into a colander. Then, add all the cheeses, milk, heavy cream, eggs, and spices to the Dutch oven. Mix in the cooked macaroni and bake! It just became a one-pot wonder! Woo hoo!

What pasta shape can I use for the best macaroni?

I highly recommend using elbow macaroni, but if you have a preferred pasta shape such as cavatappi, or wagon wheels, go for it!

As long as the cooked macaroni or cooked pasta is warm when you add it into the cheesy sauce, it will be delightful!

unbaked macaroni and cheese

If you’re wanting to make this macaroni and cheese ahead of time, stop here. Cover with aluminum foil, and place in the fridge until 1 hour before you need to bake the casserole.

You can make the mac n cheese up to 2 days prior to serving the dish.

I have not experimented with freezing this, and then baking!

How to Bake Old Fashioned Macaroni and Cheese

You’ll dump the whole thing into a baking dish, then top with extra cheese.

I saved most of the best cheese, the white cheddar, and yellow cheddar since they are the best melting cheese for the top of the casserole.

You’ll bake this whole thing until golden brown on top, 30 minutes covered, 30 minutes uncovered at 350˚.

southern baked mac n cheese

Now, you may be asking, where is the crunchy topping?!

While this recipe doesn’t have one, you can always mix up some bread crumbs or Ritz crackers and mix them with melted butter! I use this method in my Pimento Cheese Macaroni and Cheese Recipe, and it’s SO GOOD!

My darling grandmother gave me high praise this weekend when I served it at a family gathering. She said, “This is the first version of macaroni and cheese that I like!” I call that a win!

If you have leftovers, you can store them in an airtight container in the fridge for up to 7 days.

old fashioned macaroni and cheese recipe

How do I Reheat Leftover Macaroni and Cheese?

If you have a microwave, scoop a serving of the leftover mac n cheese into a microwave-safe bowl. Pour 1-2 tablespoons of regular milk over top, and heat for 1.5 minutes. Give it a stir to see if it needs another 30 seconds.

However, if you don’t own a microwave (like myself!), scoop a portion of the cheesy pasta into an oven-safe crock.

Place the crock into a COLD oven, and close the door.

Turn your oven on to 350˚ and set a timer for 15 minutes. This should allow enough time for the oven to preheat the food, and cook to perfection.

Old Fashioned Macaroni and Cheese is a family favorite, that only the real deal will do!

If you’re serving this as a side dish, why not serve it alongside Baked Ham for a main course? In my experience, a bite of ham with some mac and cheese brings out the best flavor!

Bring your favorite BBQ restaurant home and smoke this Easy Pulled Pork Shoulder Recipe! It pairs perfectly with this old-fashioned macaroni and cheese recipe.

Or, give this Ninja Foodi Grill Spicy Honey Garlic Chicken recipe a try!

Save this recipe to your favorite Pasta Board on Pinterest!

Old Fashioned Macaroni and Cheese Recipe
clock clock iconcutlery cutlery iconflag flag iconfolder folder iconinstagram instagram iconpinterest pinterest iconfacebook facebook iconprint print iconsquares squares iconheart heart iconheart solid heart solid icon

Old Fashioned Macaroni and Cheese Recipe

  • Author: Sweetpea
  • Prep Time: 15
  • Cook Time: 60
  • Total Time: 1 hour 15 minutes
  • Yield: 12 1x
  • Category: side dish
  • Method: oven-baked
  • Cuisine: american


Old Fashioned Macaroni and Cheese Recipe


  • 16 ounces uncooked Elbow Macaroni
  • 8 ounces White Cheddar Cheese, shredded and divided
  • 8 ounces Mild Cheddar Cheese, shredded and divided
  • 8 ounces Mozzarella Cheese, shredded
  • 8 ounces of American Cheese, chopped into bite-sized pieces
  • 6 ounces Cream Cheese, softened to room temperature
  • 1 cup Whole Milk
  • 1 cup Heavy Cream
  • 2 Eggs
  • 1 tsp Kosher Salt
  • 1/2 tsp Black Pepper
  • 1 tsp Onion Powder
  • 1 tsp Garlic Powder


  1. Preheat your oven to 350˚.
  2. Cook your macaroni according to the package, but reduce the cook time by 2 minutes to undercook the noodles.
  3. In a large mixing bowl, add 4 ounces of shredded white cheddar, 4 ounces of shredded yellow cheddar, 8 ounces of mozzarella, 8 ounces of chopped American cheese, and 6 ounces softened cream cheese. Mix together with a wooden spoon or spatula.
  4. In a spouted measuring cup, pour one cup whole milk, one cup heavy cream, and crack in two eggs.
  5. Add the 1 teaspoon kosher salt, half teaspoon black pepper, 1 teaspoon garlic powder, and one teaspoon onion powder, and whisk together until the eggs are well incorporated.
  6. Pour this wet mixture over the cheese, and mix together.
  7. When you pasta is cooked, reserve 1/2 cup of pasta water BEFORE draining into a colander.
  8. Add the drained pasta to the cheese + milk mixture, and stir well. If you need to thin everything a tinge, add half of the pasta water.
  9. Pour this cheesy pasta mixture into a greased baking dish.
  10. Top with the remaining 4 ounces of shredded white cheddar, and 4 ounces of shredded mild cheddar.
  12. Cover with aluminum foil, and place in the 350˚ oven for 30 minutes covered, and 30 minutes uncovered.
  13. After half an hour, remove the casserole and uncover.
  14. Place back in the oven for 30 more minutes, keeping a close eye during the last 10. When the top is golden brown and bubbly, take it out and let it rest a few minutes before serving!


MAKE AHEAD BAKING INSTRUCTIONS: On the day you are ready to serve, remove from the fridge ONE HOUR before baking to take the chill off the casserole dish. Place in a 350˚ oven and bake according to the instructions above.

Recipe Card powered byTasty Recipes

Best Way to Serve Baked Macaroni

If you’re hosting a dinner or Holiday meal, this excellent recipe should be included! This delicious mac can be served with a big Southern Coca-Cola Ham. It’s a great side for Thanksgiving with Grandma’s Roasted Turkey. Or, host a Southern Sunday Supper and pair it with collard greens and Baked Chicken!

The only thing you need on your menus is a good main dish to complement this cheesy mac! Sweet and Spicy Chicken Legs go very well!

Or, maybe you just want a pasta and salad night?? This Wedge Salad for a Crowd would be a great addition to the easy menu.

Frequently Asked Questions

Why do you need to add an egg to macaroni and cheese?

Adding the eggs helps with the creamy factor. It’s 100% not necessary. However, some family cooks say it helps hold everything together. 

What’s the most popular cheese for macaroni and cheese?

Sharp Cheddar, for sure! 

What’s the best milk for mac and cheese?

Whole milk is a good go-to. However, my favorite is evaporated milk!

Similar Posts