There's something about a warm dish of old fashioned baked macaroni and cheese that just feels like home to me. I've been making this recipe for years, and it's still the one dish Emily requests most often for our Sunday family dinners.
The first time I made this, I was trying to recreate my grandmother's version that I remembered from childhood – you know, that perfect balance of creamy inside with that slightly crispy, cheesy top? It took some experimenting (and quite a few failed attempts!), but I finally nailed it with this recipe.
This isn't your quick stovetop mac and cheese – this is the real deal comfort food that's worth every minute of preparation. The combination of three cheeses creates this incredible depth of flavor, and that golden, bubbly top layer? It's basically the reason casserole dishes were invented!
I remember the first time I served this at a family gathering – my cousin actually asked if I'd ordered it from somewhere because it looked so perfect! (Is that a compliment or an insult to my usual cooking? I'm choosing to take it as a win!)
Why you will like this recipe
- It creates the perfect balance of creamy inside and crispy, cheesy top
- Uses a blend of three amazing cheeses for incredible flavor depth
- The addition of cream cheese makes it extra velvety smooth
- Simple ingredients that you probably already have in your kitchen
- Makes amazing leftovers that might taste even better the next day
- Can be prepared ahead and baked when you're ready to serve
- Perfect for family dinners, potlucks, or holiday gatherings
- Creates that nostalgic, old fashioned taste that reminds you of home

Ingredients for the best old fashioned baked macaroni and cheese
- 10 oz elbow macaroni
- ¼ cup unsalted butter (56g)
- 3 tablespoon all purpose flour
- 3 cups whole milk (720g)
- 1 cup heavy cream (240g)
- ¼ cup cream cheese, room temperature (4 oz or 113g)
- ½ to 1 teaspoon salt
- ½ to 1 teaspoon black pepper
- 1 teaspoon garlic powder
- 1 teaspoon paprika (plus extra for garnish)
- 1 teaspoon onion powder
- 1 cup each of shredded cheddar cheese, Gruyère cheese and mozzarella cheese for the cheese sauce
- ½ cup each of shredded cheddar cheese, Gruyère cheese and mozzarella cheese for layering
- 1 tablespoon chopped fresh parsley
The key to this recipe is definitely the cheese blend. I experimented with so many different combinations before landing on this perfect trio. The sharp cheddar brings that classic flavor, the Gruyère adds a nutty complexity, and the mozzarella creates that Instagram-worthy cheese pull that makes everyone reach for seconds!
Step-by-step instructions for old fashioned baked macaroni and cheese
- Preheat your oven to 350°F (conventional). Getting your oven ready first is always a good practice – I learned this the hard way after several recipes where I'd be frantically trying to preheat while my food was already mixed and waiting!
- Cook the elbow macaroni according to package directions, but aim for al dente. This usually means cooking it for 1-2 minutes less than the package suggests. Drain well and set aside.
- While the pasta is cooking, shred all your cheeses. Keep the portions for the sauce (1 cup each) separate from the portions for layering (½ cup each). I find that freshly shredded cheese melts so much better than the pre-shredded bags. (Have you noticed how pre-shredded cheese has that weird coating on it?)


- In a large, non-stick saucepan over medium heat, melt the butter. Once it's melted, add the flour and whisk continuously until it turns slightly golden and gives off a nutty aroma – about 2 minutes. This roux is the secret to a thick, creamy sauce!
- Add the salt, pepper, garlic powder, paprika, and onion powder to the roux and stir for one minute to bloom the spices. This makes such a difference in the flavor depth, trust me!
- Pour in the milk, heavy cream, and add the cream cheese. Whisk everything together until well combined, and continue cooking until the mixture comes to a gentle boil. The cream cheese is my special addition – it makes the sauce extra velvety!


- Turn off the heat and add the 3 cups of shredded cheese (1 cup each of cheddar, Gruyère, and mozzarella) gradually, stirring after each addition until fully melted and smooth.
- Add the cooked macaroni to the cheese sauce and stir until all the pasta is well coated. Give it a taste and adjust seasoning if needed – some days I find I need a bit more salt, depending on the cheeses.
- Take a 7×11" casserole dish (or similar sized baking dish) and add half of the macaroni and cheese mixture, spreading it into an even layer.


- Sprinkle half of the reserved cheese mixture (for layering) evenly over the first layer of macaroni.
- Add the remaining macaroni and cheese on top, and then finish with the last of the reserved cheese, creating that perfect cheesy top layer.


- Sprinkle with chopped fresh parsley and dust lightly with a bit more paprika for color and flavor.
- Bake in your preheated oven for 15-20 minutes, until the cheese on top is completely melted and starting to bubble around the edges.
- For that perfect golden top (my favorite part!), switch your oven to broil for just 2-3 minutes, watching carefully so it doesn't burn. You're looking for those little browned spots that add so much flavor!
- Remove from the oven and let it rest for about 5 minutes before serving. This helps it set up a bit and makes serving easier.
Emily always hovers around the kitchen when I'm making this, and the minute it comes out of the oven, she's there with a spoon ready to "test" it. I can't even count how many times I've had to swat her hand away so we'd actually have enough left for dinner!
storage & reheating your baked macaroni and cheese
- Store leftover mac and cheese in an airtight container in the refrigerator for up to 3-4 days.
- For reheating individual portions, microwave with a splash of milk to restore creaminess. Cover with a damp paper towel to help retain moisture.
- For larger portions, reheat in the oven at 350°F for about 15-20 minutes. Cover with foil to prevent it from drying out, then remove the foil for the last 5 minutes to re-crisp the top.
- If you want to prep ahead, assemble everything but don't bake it. Cover and refrigerate for up to 24 hours, then bake as directed, adding about 10 minutes to the baking time since it'll be cold.
- This recipe doesn't freeze particularly well after baking (the texture gets a bit grainy when thawed), but you can freeze it unbaked for up to 2 months.
One time, I made this for a potluck and had some leftovers, which I brought to work the next day. My coworker actually asked for the recipe after trying the reheated version – said it was better than what she'd had at the potluck! So don't worry if you have extras; they'll definitely get eaten.
tips for making the perfect old fashioned baked macaroni and cheese
- Grate your own cheese! Pre-shredded cheese contains anti-caking agents that can make your sauce grainy. I know it's a little extra work, but it makes such a difference in the final texture. Plus, it's a great way to get kids involved in the kitchen – Emily loves helping with the cheese grater (with supervision, of course!).
- Slightly undercook your pasta since it will continue to cook a bit more in the oven. Nobody likes mushy mac and cheese, right?
- Let your cream cheese come to room temperature before adding it to the sauce. I've tried adding it cold before when I was in a hurry, and it takes forever to melt smoothly.
- The cheese sauce might look a little thin at first, but don't worry! It will thicken up as it bakes and cools slightly. Trust the process!
- Want a crunchy topping? Sometimes I mix ½ cup of panko breadcrumbs with 2 tablespoons of melted butter and sprinkle it on top before baking. It adds such a nice textural contrast!
- Have you tried adding some mix-ins? Crispy bacon bits, sautéed mushrooms, or caramelized onions are all amazing additions that take this dish to the next level.
- Don't skimp on the cheese. This is definitely not the recipe to try to make "lighter" – the full-fat cheeses are what give it that incredible richness and authentic old fashioned taste.
- If you're serving this at a gathering, consider making it in individual ramekins for a fancy presentation. Plus, everyone gets their own crispy top section!
Last Thanksgiving, I tried a version with some roasted garlic mixed in, and let me tell you – it was phenomenal! My brother-in-law, who normally goes straight for the turkey, had three servings of the mac and cheese instead. Talk about a kitchen triumph!
variations of old fashioned baked macaroni and cheese
spicy southwest mac and cheese
Add a kick to your classic baked macaroni and cheese by mixing in a diced jalapeño, 1 teaspoon of cumin, and substituting pepper jack for some of the cheddar. Top with crushed tortilla chips mixed with butter before baking for a crunchy finish. This has become my go-to when we're having taco night!
lobster mac and cheese
For special occasions, fold in chunks of cooked lobster meat to your old fashioned baked macaroni and cheese before baking. This elevates the dish to restaurant-quality! I made this for our anniversary dinner last year, and it might have been better than what we've had at fancy seafood restaurants.
buffalo chicken mac and cheese
Mix in shredded rotisserie chicken tossed in buffalo sauce for a game day favorite. The tangy buffalo sauce pairs perfectly with the creamy cheese sauce in this baked macaroni and cheese variation. Don't forget the blue cheese crumbles on top!
truffle mac and cheese
For a gourmet twist, add a drizzle of truffle oil and some finely chopped mushrooms to your old fashioned mac and cheese recipe. The earthy truffle flavor pairs beautifully with the Gruyère. This one's a bit fancy, but so worth it for special dinners!
frequently asked questions about old fashioned baked macaroni and cheese
For the ultimate baked mac and cheese, combine sharp cheddar for flavor, Gruyère for nuttiness and meltability, and mozzarella for that perfect stretchy cheese pull. This trio creates a balanced, creamy sauce with excellent texture and depth of flavor.
The secret to creamy baked mac and cheese is using a combination of whole milk, heavy cream, and cream cheese in your sauce. Additionally, creating a proper roux with butter and flour provides the perfect base that prevents separation during baking.
Yes, you should pre-cook your macaroni to al dente (slightly firm) before baking. This prevents the pasta from absorbing too much liquid in the oven and becoming mushy. The pasta will continue cooking slightly during the baking process.
Flour is essential for creating a roux with butter, which thickens the sauce and prevents the cheese from separating or becoming greasy during baking. This creates that smooth, velvety texture that defines a perfect mac and cheese.
Recipes you may like
- Slow Cooker Round Steak and Gravy – A hearty, comforting main dish that pairs perfectly with this old fashioned mac and cheese for the ultimate comfort food meal.
- Air Fryer Tuna Melts – Another cheesy favorite that's quick to make and complements mac and cheese for a delicious lunch combo.
- Air Fryer Sweet Potato Wedges – These make a perfect side dish to serve alongside the mac and cheese for a complete comfort food meal.
conclusion
This old fashioned baked macaroni and cheese is truly one of those recipes that never disappoints. It's been my go-to comfort food for years now, and every time I make it, I'm reminded of why some classics just shouldn't be messed with. The creamy cheese sauce, that perfect golden top, and the way the flavors all come together – it's everything a good mac and cheese should be.
I still remember the look on Emily's face the first time she tried this recipe – that wide-eyed "wow" moment that every home cook lives for. And now, years later, it's the dish she requests for her birthday every single year. Isn't it amazing how food can create such lasting memories?
If you try this recipe, I'd love to hear how it turned out for you! And don't forget to save this to Pinterest for later – I know you'll want to come back to it again and again.
Sarah

Old Fashioned Baked Macaroni and Cheese
Equipment
- 7x11 inch Casserole Dish
- Large Saucepan
- Whisk
- Cheese Grater
Ingredients
Pasta
- 10 oz elbow macaroni
Cheese Sauce
- ¼ cup unsalted butter
- 3 tablespoon all purpose flour
- 3 cups whole milk
- 1 cup heavy cream
- ¼ cup cream cheese room temperature
- ½-1 teaspoon salt to taste
- ½-1 teaspoon black pepper to taste
- 1 teaspoon garlic powder
- 1 teaspoon paprika plus extra for garnish
- 1 teaspoon onion powder
Cheese Mixture
- 1 cup cheddar cheese shredded, for sauce
- 1 cup Gruyère cheese shredded, for sauce
- 1 cup mozzarella cheese shredded, for sauce
- ½ cup cheddar cheese shredded, for layering
- ½ cup Gruyère cheese shredded, for layering
- ½ cup mozzarella cheese shredded, for layering
Garnish
- 1 tablespoon fresh parsley chopped
- paprika for dusting
Instructions
- Preheat your oven to 350°F (conventional).
- Cook the elbow macaroni according to package directions, but aim for al dente (usually 1-2 minutes less than instructed). Drain well and set aside.
- While the pasta is cooking, shred all your cheeses. Keep the portions for the sauce (1 cup each) separate from the portions for layering (½ cup each).
- In a large, non-stick saucepan over medium heat, melt the butter. Once melted, add the flour and whisk continuously until it turns slightly golden and gives off a nutty aroma, about 2 minutes.
- Add the salt, pepper, garlic powder, paprika, and onion powder to the roux and stir for one minute to bloom the spices.
- Pour in the milk, heavy cream, and add the cream cheese. Whisk everything together until well combined, and continue cooking until the mixture comes to a gentle boil.
- Turn off the heat and add the 3 cups of shredded cheese (1 cup each of cheddar, Gruyère, and mozzarella) gradually, stirring after each addition until fully melted and smooth.
- Add the cooked macaroni to the cheese sauce and stir until all the pasta is well coated. Taste and adjust seasoning if needed.
- Take a 7×11" casserole dish (or similar sized baking dish) and add half of the macaroni and cheese mixture, spreading it into an even layer.
- Sprinkle half of the reserved cheese mixture (for layering) evenly over the first layer of macaroni.
- Add the remaining macaroni and cheese on top, and then finish with the last of the reserved cheese, creating that perfect cheesy top layer.
- Sprinkle with chopped fresh parsley and dust lightly with a bit more paprika for color and flavor.
- Bake in your preheated oven for 15-20 minutes, until the cheese on top is completely melted and starting to bubble around the edges.
- For that perfect golden top, switch your oven to broil for just 2-3 minutes, watching carefully so it doesn't burn.
- Remove from the oven and let it rest for about 5 minutes before serving.
Notes
Nutrition


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