Creamy Old Fashioned Mac And Cheese

By Kate Shungu ● Updated November 6, 2025

This creamy Old Fashioned Mac and Cheese is baked until bubbly, with a crispy breadcrumb topping. It’s rich, comforting, and tastes just like grandma used to make.

macaroni in a creamy cheese sauce topped with crispy breadcrumbs.
woman scooping pistachio salad into a parfait dish, with colorful vintage bowls in the background.
Kate’s Recipe Rundown

Creamy Old Fashioned Mac and Cheese is made with just one cheese (sharp cheddar) for that classic, nostalgic flavor. The sauce is rich and velvety, and the topping may just be my favorite addition: crispy, buttery breadcrumbs that get golden brown in the oven.

The recipe is a mix of a few recipes that I found in old spiral-bound cookbooks. One suggested putting shredded wheat on top (hmmm!), others had eggs mixed in, and others turned out a little dry. This one, however, was just right. It’s simple, familiar, and exactly what you want when you think of a homemade baked mac and cheese.

While cheddar keeps it traditional, you can easily swap in your favorite cheese or mix a few together for your own twist. Serve it as a cozy side for Sunday dinner or make it part of your Thanksgiving spread. It’s the kind of dish that always disappears first from the table.

Enjoy! Kate
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Here’s What You’ll Need

pasta, blocks of sharp cheddar, milk, cream, and other ingredients.
  • Don’t have dried mustard? You can substitute twice the amount of Dijon mustard.
  • I used a slightly larger macaroni shape. Any short pasta works great here.
  • Sharp cheddar gives it that classic flavor. But, you can substitute another cheese if you’d like here. Colby jack would be good, or sub in 4 ounces of shredded gruyere for part of the cheddar. The only catch is that you NEED to shred the cheese yourself. Pre-shredded cheese contains ingredients (like potato starch) that keep the cheese from clumping, but will make for a less-than-creamy sauce.

How to Make Old Fashioned Mac and Cheese

  1. Cook the pasta according to package directions. While it’s cooking, proceed with step #2.
  2. Melt the butter in a large skillet, then stir in the flour. Cook one minute.
  3. Whisk in the milk, cream, paprika, mustard, and salt. Cook until thickened slightly.
  4. Whisk in the shredded cheddar.
  5. Toss the breadcrumbs with the butter.
  6. Add the cooked pasta to the cheese sauce, and pour into a 13×9-inch dish.
  7. Top with the breadcrumbs.
  8. Bake for 30 minutes at 350°F, or until the breadcrumbs are crispy. Enjoy!
casserole dish filled with mac and cheese topped with crispy breadcrumbs.

📖 Recipe

macaroni in a creamy cheese sauce topped with crispy breadcrumbs.

Creamy Old Fashioned Mac and Cheese

Published by Kate
This classic mac & cheese recipe features a sharp cheddar cheese sauce, tender pasta, and a crispy breadcrumb topping.
No ratings yet
Prep Time 15 minutes
Cook Time 40 minutes
Total Time 55 minutes
Course Side Dish
Cuisine American
Servings 10 servings
Calories 518 kcal

Ingredients
  

  • 1 lb macaroni
  • 3 tablespoons butter
  • 3 tablespoons flour
  • 1 teaspoon dry mustard (or 2 teaspoons Dijon)
  • ½ teaspoon paprika
  • ½ teaspoon salt
  • 3 cups milk
  • ½ cup heavy cream
  • 16 oz cheddar freshly shredded, see notes for more options
  • cups coarse breadcrumbs (see notes)
  • 2 tablespoons butter melted

Instructions
 

  • Preheat oven to 350°F.
  • Cook macaroni in salted water according to package directions until al dente. Drain.
  • While the pasta is cooking, melt the butter in a skillet over medium heat. Add the flour and cook for 1 minute. Add the mustard, paprika and salt.
  • Whisk in the milk and heavy cream. Cook until thickened slightly, about 6–8 minutes.
  • Stir in the shredded cheese until the mixture is smooth. Add the cooked and drained pasta and stir until the pasta is coated.
  • Pour into the baking dish.
  • In a medium bowl, toss the breadcrumbs with the 2 tablespoons melted butter. Sprinkle over the macaroni in the baking dish.
  • Bake for 30 minutes, or until the breadcrumbs are crispy.

Notes

Use your favorite cheese here, or a combination of cheeses. Colby jack, pepper jack, or white cheddar all melt nicely into the sauce. You could also sub in 4 ounces of shredded gruyere for part of the cheddar. You NEED to shred it yourself. Pre-shredded cheese contains anti-caking agents that can make the sauce lumpy and grainy.
To make the coarse breadcrumbs, blitz 2–3 slices of sandwich bread (or any plain-ish bread, day old is great) in a food processor until coarse crumbs form. That’s it! You can also swap in panko breadcrumbs if you prefer.
Reheat any leftovers in the oven to get the breadcrumbs crispy again. The cheese sauce will soak into the pasta as it sits, so it’ll be a bit drier compared to when you first make it (but still just as delicious). 

Nutrition

Calories: 518kcalCarbohydrates: 44gProtein: 20gFat: 29gSaturated Fat: 17gPolyunsaturated Fat: 1gMonounsaturated Fat: 7gTrans Fat: 0.2gCholesterol: 83mgSodium: 483mgPotassium: 274mgFiber: 2gSugar: 6gVitamin A: 972IUVitamin C: 0.1mgCalcium: 447mgIron: 1mg
Keyword old fashioned mac and cheese
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