Name: Good Ole Fashion Mac and Cheese
Prep time: 10 min
Cook time: 10 min
Total time: 20 min
Ingredients: 2 cups elbow macaroni; 2 tablespoons unsalted butter; 2 tablespoons all-purpose flour; 2 cups whole milk; 1/2 cup heavy cream; 2 1/2 cups sharp cheddar cheese, freshly shredded; 1/2 teaspoon salt (or to taste); 1/4 teaspoon black pepper; 1/2 teaspoon ground mustard (optional); 1/4 teaspoon paprika (optional)

I’ve made mac and cheese a hundred different ways, but nothing comes close to this Good Ole Fashion Mac and Cheese. It’s creamy, comforting, and bursting with that nostalgic flavor that reminds me of family dinners and weekend gatherings. There’s something incredibly satisfying about the simplicity of this dish—it doesn’t try to be fancy, it just delivers cozy, cheesy goodness in every single bite.

This version isn’t about reinventing the wheel; it’s about honoring the classic. Elbow macaroni cooked just right, a rich cheese sauce made from scratch, and the perfect blend of seasonings to bring it all together. It’s the kind of dish that fills the kitchen with warmth and brings everyone to the table with a smile.

Why You’ll Love This Good Ole Fashion Mac and Cheese

This dish is pure comfort in a bowl. Whether you’re making it for a weeknight dinner or a weekend potluck, it’s the kind of recipe that people come back for again and again. It’s made with simple ingredients, comes together quickly, and has that irresistible creamy texture and bold cheese flavor that makes mac and cheese such a beloved classic.

You’ll love how easy it is to customize, how it hits the spot every time, and how it makes even the pickiest eaters happy. Plus, it reheats beautifully, making it perfect for leftovers—if you even have any!

What Kind of Cheese Works Best for Good Ole Fashion Mac and Cheese?

When it comes to the cheese, I don’t mess around. For that true “good ole fashion” taste, sharp cheddar is my go-to. It melts beautifully and delivers that bold, tangy flavor we all crave in a classic mac and cheese. I sometimes add a touch of Colby for its mellow richness or a handful of Monterey Jack for extra creaminess.

You can also grate your own cheese—trust me, it makes a difference. Pre-shredded cheese often contains anti-caking agents that can mess with the smoothness of your sauce. Freshly shredded cheese gives you that velvety, restaurant-quality melt every time.

Options for Substitutions

One of the great things about this mac and cheese is how flexible it can be:

Pasta: No elbow macaroni? No problem. Shells, cavatappi, or even penne work great. The key is choosing a pasta shape that holds onto the cheese sauce well.
Milk and Cream: Whole milk is traditional, but if you’re after a richer sauce, add some heavy cream or even evaporated milk. For a lighter option, 2% will still do the trick.
Butter: Unsalted butter lets you control the salt level, but salted works in a pinch.
Cheese: Swap some of the cheddar for Gouda, Fontina, or even a little cream cheese for extra smoothness.
Seasoning: Want a little heat? A pinch of cayenne or a few dashes of hot sauce adds a subtle kick without overpowering the dish.

It’s all about making it your own while keeping that soul-warming essence of the classic alive.

Ingredients for This Good Ole Fashion Mac and Cheese

Each ingredient in this dish plays a key role in creating that creamy, comforting, old-school flavor we all know and love. Here’s what brings this mac and cheese to life:

Elbow Macaroni
The classic choice. Its shape is perfect for capturing all that rich cheese sauce in every curve and crevice.
Unsalted Butter
It’s the base of the roux and brings richness that balances the tang of the cheese. It also helps form that silky smooth sauce.
All-Purpose Flour
Combined with butter to make a roux, this is what thickens the cheese sauce, giving it a luscious, creamy texture.
Whole Milk
Adds creaminess and body to the sauce without making it too heavy. It’s the perfect backdrop for the cheese to shine.
Heavy Cream
Just a splash makes the sauce extra decadent and rich. It’s the secret to that velvety finish.
Sharp Cheddar Cheese
The star of the show. Bold, tangy, and melty—exactly what you want in mac and cheese.
Salt
Essential for bringing out the natural flavors of the pasta and cheese.
Black Pepper
Adds a subtle kick and rounds out the flavor profile of the sauce beautifully.
Ground Mustard (Optional)
Just a pinch brightens the flavor and deepens the cheesy taste without being obvious.
Paprika (Optional)
Adds a mild warmth and a bit of color to the finished dish.

Each of these ingredients works together to build a dish that’s simple yet unforgettable.

Step 1: Cook the Macaroni

Bring a large pot of salted water to a boil. Add the elbow macaroni and cook until just al dente, about 7–8 minutes (check your package instructions). You want the pasta to be firm enough to hold up in the cheese sauce without getting mushy. Drain and set aside.

Step 2: Make the Roux

In a large saucepan over medium heat, melt the butter. Once fully melted and bubbling slightly, whisk in the flour until smooth. Stir constantly for about 1–2 minutes. This step cooks out the raw flour taste and forms the base of your creamy cheese sauce.

Step 3: Add the Milk and Cream

Gradually pour in the milk and cream, whisking continuously to prevent lumps. Keep whisking until the mixture thickens slightly, about 3–5 minutes. It should coat the back of a spoon when it’s ready for the cheese.

Step 4: Stir in the Cheese

Lower the heat to medium-low. Add the shredded sharp cheddar cheese, a handful at a time, stirring until completely melted and smooth. Season with salt, black pepper, and if you’re using them, a pinch of ground mustard and paprika.

Step 5: Combine Pasta and Cheese Sauce

Add the drained macaroni to the cheese sauce and stir until every piece is coated in that golden, creamy goodness. Taste and adjust seasoning if needed.

Step 6: Serve It Up

Serve hot and fresh, straight from the pot. You can garnish with an extra sprinkle of cheese or a dash of paprika for color if you like. It’s ready to warm hearts and bellies!

How Long to Cook the Good Ole Fashion Mac and Cheese

This dish comes together surprisingly fast—perfect for busy weeknights or last-minute cravings. Here’s the basic timing:

Pasta Cooking Time: 7–8 minutes until al dente.
Roux & Sauce Prep: 8–10 minutes total, including whisking and cheese melting.
Final Assembly: 2–3 minutes to combine everything.

That means from start to finish, your stovetop mac and cheese is ready in about 20 minutes. If you choose to bake it (for a golden crust), an additional 20 minutes at 350°F will do the trick. Just sprinkle some cheese or breadcrumbs on top before popping it in the oven.

Tips for Perfect Good Ole Fashion Mac and Cheese

Undercook the Pasta Slightly: Since the macaroni continues to soften when mixed with the hot cheese sauce (and even more if baked), keep it just a touch firmer than usual.
Shred Your Own Cheese: It melts smoother and creamier than pre-shredded cheese, which often contains anti-caking agents that affect texture.
Don’t Rush the Roux: Let the butter and flour cook for a minute or two before adding milk. This keeps your sauce from tasting chalky.
Use Warm Milk: Bringing the milk to room temperature (or warming slightly) before adding it to the roux helps prevent clumping and speeds up thickening.
Stir Constantly: Especially while adding milk and cheese. It keeps everything smooth and prevents burning.
Taste as You Go: Cheese can vary in saltiness, so adjust the seasoning at the end to make it just right for your taste.
Customize the Heat: Like a little spice? Add a pinch of cayenne or a splash of hot sauce while mixing the cheese sauce.
Let It Sit a Minute Before Serving: Just a minute or two helps the sauce cling better to the pasta and improves texture.

Watch Out for These Mistakes While Cooking

Even a classic like Good Ole Fashion Mac and Cheese can go sideways if you’re not careful. Here are a few common pitfalls to avoid:

Overcooking the Pasta
Macaroni that’s too soft can turn mushy when mixed with the hot cheese sauce. Always cook it just to al dente.
Skipping the Roux Step
Don’t try to shortcut by tossing cheese straight into milk. Without the roux, your sauce may turn out thin, grainy, or separate.
Using Pre-Shredded Cheese
Pre-packaged shredded cheese contains additives that prevent it from melting smoothly. Freshly grated cheese is the way to go for that ultra-creamy texture.
Overheating the Cheese Sauce
High heat can cause your cheese to curdle. Once you add the cheese, lower the heat and stir gently.
Not Seasoning Enough
Cheese alone isn’t enough—seasoning with salt, pepper, and even a dash of mustard powder makes the flavors pop.
Adding Cold Milk
Cold milk can seize up the roux, making it harder to whisk into a smooth sauce. Let it come to room temp or warm it gently first.
Using Low-Fat Ingredients
Skimping on fat by using skim milk or low-fat cheese can affect both the texture and richness of the dish.
Skipping the Final Taste Test
Before serving, always taste and adjust. A pinch more salt or a touch of pepper can make a world of difference.

What to Serve With Good Ole Fashion Mac and Cheese?

Mac and cheese is a star on its own, but it plays well with others too. Here are eight tasty pairings that make it a full meal or a stellar side:

1. Southern Fried Chicken

Crispy, golden, and juicy—this classic duo is comfort food heaven.

2. BBQ Pulled Pork

The smoky sweetness of pulled pork pairs perfectly with the creamy tang of cheddar.

3. Roasted Broccoli

A healthy contrast with a little crunch, and the roasted edges add depth.

4. Green Beans with Garlic Butter

Simple, fresh, and buttery—it cuts through the richness just right.

5. Cornbread

Soft, sweet cornbread is a Southern staple that complements mac and cheese beautifully.

6. Grilled Sausages

The savory flavor of sausage adds a hearty kick to the plate.

7. Tomato Cucumber Salad

Light and refreshing, this cold side gives your meal balance and a pop of color.

8. Coleslaw

Creamy or vinegar-based, slaw brings texture and zing that contrasts well with cheesy pasta.

Storage Instructions

One of the best things about Good Ole Fashion Mac and Cheese? It stores like a champ. Whether you’re meal-prepping or saving leftovers, here’s how to keep it tasting great:

Refrigerator
Let the mac and cheese cool completely, then transfer it to an airtight container. It’ll stay fresh in the fridge for up to 4 days. When reheating, add a splash of milk and stir while warming to restore creaminess.
Freezer
Want to store it longer? Portion the cooled mac and cheese into freezer-safe containers or bags. It freezes well for up to 2 months. To reheat, thaw overnight in the fridge and warm on the stovetop or in the oven with a little extra milk or cream.
Reheating Tips
For best results, reheat over low heat on the stove or in a covered dish in the oven at 325°F. Avoid high heat or microwaving without moisture, which can dry it out.

Estimated Nutrition

Keep in mind, nutrition values will vary based on the type and amount of cheese, milk, and pasta you use. Here’s a general breakdown per 1 cup serving:

Calories: ~400–450 kcal
Carbohydrates: ~35–40g
Protein: ~15–18g
Fat: ~22–26g
Saturated Fat: ~12–14g
Cholesterol: ~60–70mg
Sodium: ~400–500mg
Calcium: ~300–350mg

This recipe is rich, filling, and best enjoyed in moderation or balanced with lighter sides like veggies or salad. For a lighter version, consider using low-fat milk and reducing the amount of cheese slightly.

Frequently Asked Questions

What’s the best cheese blend for extra flavor?

While sharp cheddar is a must, mixing in some smoked Gouda, Gruyère, or Monterey Jack adds a deeper, richer flavor. A little Parmesan sprinkled on top doesn’t hurt either.

Can I bake this mac and cheese?

Absolutely. Once combined, pour it into a greased baking dish, top with more cheese or breadcrumbs, and bake at 350°F for about 20 minutes until bubbly and golden on top.

How can I make it creamier?

Use a combination of whole milk and heavy cream for a richer texture. Also, adding a bit of cream cheese or stirring in a little pasta water can work wonders.

Is it okay to make this ahead of time?

Yes, just store it in the fridge after mixing (before baking, if baking). Reheat gently with a splash of milk to loosen the sauce before serving.

Can I add meat or veggies to this recipe?

Totally! Cooked bacon, ham, rotisserie chicken, or sautéed mushrooms and spinach are great additions that blend right in.

Why did my cheese sauce turn grainy?

This often happens from overheating the cheese or adding it too quickly. Always reduce heat and stir gently as you add cheese to avoid breaking the sauce.

What type of pasta works if I don’t have elbows?

Shells, cavatappi, penne, or rotini all do well in catching and holding onto the cheese sauce.

Is this recipe kid-friendly?

Very! It’s a favorite among little ones. If you’re worried about spice, simply leave out the mustard powder or paprika for a milder taste.

Conclusion

Good Ole Fashion Mac and Cheese isn’t just a recipe—it’s a warm hug in a bowl. It’s the kind of dish that brings people together, whether it’s on a holiday table or a rainy Tuesday night. From the creamy cheese sauce to the perfectly cooked pasta, every bite delivers pure comfort and timeless flavor.

What makes it so special is its versatility. Keep it classic, spice it up, or make it your own with a few custom twists. However you serve it, one thing’s for sure: it’s going to be loved.