This creamy old-fashioned mac and cheese is baked until bubbling and finished with a golden, crispy breadcrumb topping. It delivers a rich, velvety cheese sauce and familiar, comforting flavor—simple enough for weeknights and special enough for holiday dinners. Made with sharp cheddar for a classic taste, this version is easy to adapt: try a blend of cheeses or a splash of cream for extra silkiness.


Creamy Old Fashioned Mac and Cheese is built on a single, sharp cheddar for that unmistakable, nostalgic flavor. The cheese sauce is smooth and saucy, coating each noodle, while a buttery breadcrumb topping adds a contrasting crunch once baked.
This recipe is a careful blend of ideas from older cookbooks—some used eggs, others used unusual toppings—but this version stays true to the classic: creamy, balanced, and reliably comforting. It keeps the dish moist without being runny and finishes with a crisp topping that everyone loves.
Although sharp cheddar keeps the flavor classic, you can mix in other cheeses to change the character: Colby Jack, white cheddar, or a little Gruyère (use no more than 4 ounces of Gruyère in place of part of the cheddar). Always shred your cheese fresh—pre-shredded cheese contains additives that can prevent a silky sauce.
Here’s What You’ll Need

- If you don’t have dried mustard, substitute 2 teaspoons Dijon mustard for 1 teaspoon dried mustard.
- I used a slightly larger elbow-style macaroni, but any short pasta (penne, shells, cavatappi) works well. Cook to al dente so the pasta does not become mushy when baked.
- Sharp cheddar gives this dish its classic bite. You can swap cheeses, but shred them yourself—pre-shredded cheese often contains anti-caking agents that can make the sauce grainy.
How to Make Old Fashioned Mac and Cheese
- Cook the pasta in salted boiling water according to package directions until just al dente. Drain and set aside.
- In a large skillet, melt 3 tablespoons butter over medium heat. Stir in 3 tablespoons flour and cook, stirring, for 1 minute to make a light roux.
- Add 3 cups milk and 1/2 cup heavy cream, then whisk in 1 teaspoon dry mustard (or 2 teaspoons Dijon), 1/2 teaspoon paprika, and 1/2 teaspoon salt. Cook, stirring, until the sauce thickens slightly, about 6–8 minutes.
- Remove the skillet from heat and whisk in 16 ounces freshly shredded sharp cheddar until smooth. Taste and adjust seasoning if needed.
- Toss 1 1/2 cups coarse breadcrumbs with 2 tablespoons melted butter in a bowl.
- Add the drained pasta to the cheese sauce, stir to coat, and transfer the mixture to a 13×9-inch baking dish.
- Evenly sprinkle the buttery breadcrumbs over the mac and cheese.
- Bake at 350°F for about 30 minutes, or until the top is golden brown and crisp. Let rest a few minutes before serving.

📖 Recipe
Creamy Old Fashioned Mac and Cheese
A classic baked mac and cheese made with a sharp cheddar sauce, tender pasta, and a crunchy breadcrumb topping. Comforting, simple, and crowd-pleasing.
Ingredients
- 1 lb macaroni (or other short pasta)
- 3 tbsp butter
- 3 tbsp flour
- 1 tsp dry mustard (or 2 tsp Dijon)
- ½ tsp paprika
- ½ tsp salt
- 3 cups milk
- ½ cup heavy cream
- 16 oz sharp cheddar, freshly shredded
- 1½ cups coarse breadcrumbs (or panko)
- 2 tbsp melted butter for the topping
Instructions
- Preheat oven to 350°F.
- Cook macaroni in salted water until al dente. Drain and set aside.
- Melt butter in a skillet over medium heat. Stir in flour and cook 1 minute. Add dry mustard, paprika and salt.
- Whisk in milk and cream. Cook, stirring, until the sauce thickens slightly, about 6–8 minutes.
- Remove from heat and stir in shredded cheddar until smooth. Add cooked pasta and toss to coat.
- Pour into a 13×9-inch baking dish. Toss breadcrumbs with melted butter and sprinkle over the top.
- Bake 30 minutes, or until the topping is golden and crispy. Let rest a few minutes before serving.
Notes
Cheese options: Use your favorite cheese or a blend—Colby Jack, white cheddar, or up to 4 ounces Gruyère mixed into the cheddar. Always shred cheese yourself for the creamiest sauce.
Make coarse breadcrumbs: Pulse 2–3 slices of day-old sandwich bread in a food processor until coarse crumbs form. Panko also works and gives an extra-crispy finish.
Leftovers: Reheat in the oven to crisp the topping again. The sauce will thicken and absorb into the pasta as it cools, so it may be slightly drier than freshly baked but still flavorful.
Nutrition (approx. per serving)
Calories: 518 | Carbs: 44 g | Protein: 20 g | Fat: 29 g
More Classic Side Dishes
-
Macaroni Salad with Ham and Cheddar -
Scalloped Potatoes and Ham -
Bisquick Cheddar Biscuits -
Macaroni Salad with Shrimp







