Homestyle Mac and Cheese
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Homestyle Mac and Cheese is rich, creamy, and loaded with three kinds of cheese for the ultimate Southern comfort food! Tender macaroni is coated in a velvety cheese sauce and sprinkled with buttery Panko breadcrumbs for a golden, crunchy topping. It's the perfect homemade style version for Sunday suppers, holiday dinners, and family gatherings!

Recipe at a Glance
- Quick & Easy: ready in 30 minutes
- Versatile: make in a skillet, baking dish or dutch oven
- No Eggs: baked mac and cheese recipe with no eggs added
- Make Ahead: make this recipe up to 2 days in advance!
- Super Cheesy: with 3 creamy cheeses, what's not to love?
Notes From My Kitchen
When testing this recipe, I found that using hand-shredded cheddar cheese makes all the difference in the consistency of the sauce. If you use pre-shredded cheese, the added stabilizers cause the sauce to break down and appear grainy.
My biggest tip is to boil the macaroni for only 5 minutes if you're planning to bake it in the oven. If you're making skillet mac and cheese, you can boil it a little longer until it's al dente, or firm with a little bite.

Ingredients and Substitutions
Many of the ingredients for this recipe can be found in your refrigerator or pantry. (Quantities are listed in the recipe card below.)
- elbow macaroni - can substitute other pasta shapes if desired such as rotini, cavatappi, or penne
- cream cheese - adds a velvety smooth creaminess, but low-fat cream cheese can also be used.
- sharp cheddar cheese and shredded Gouda - gives this dish its foundation and melts easier if hand-shredded
- evaporated milk - adds richness and depth
- half and half - can sub heavy cream for a richer sauce
- garlic salt - a little touch makes a big difference
- ground mustard - adds a little kick and can be substituted for yellow mustard
- salt and black pepper - two basics that add tons of flavor
- melted butter - binds the bread crumbs together
- panko bread crumbs - mix with butter to make a crunchy topping

How to Make Homestyle Mac and Cheese
1 - In a medium saucepan, bring macaroni pasta to a rolling boil in salted water for about 5 minutes. If you're planning on baking it, 5 minutes is perfect. If you're serving it from a skillet, cook it at least 8 minutes until it's al dente.
2 - While macaroni is cooking, shred the sharp cheese by hand. Reserve half of the cheddar cheese for the topping.
3 - In a large skillet, pot or dutch oven, melt cream cheese over medium heat with pasta while stirring constantly. Add shredded hard cheeses, then continue to stir while cheese melts.

4 - Add evaporated milk and cream, then stir well until it thickens and creates a golden cheese sauce. Gently stir until completely mixed together. Add salt, garlic salt, ground mustard and pepper. Stir until combined.
5 - Macaroni and cheese can be served straight from the skillet at this point, or add it to a 13 x 9 inch baking dish and top with reserved shredded cheese and Panko bread crumbs mixed with melted butter.
6 - Heat oven to 350 degrees and bake for 15 to 20 minutes, or until cheese melts completely and top turns golden brown. Serve immediately for best results. If it sits out for a while, the pasta will absorb the cheese and lose its creaminess.

Serving Suggestions
Homestyle Mac and Cheese is irresistible in a big bowl by itself, but if you want to add a side, try Strawberry Pecan Salad with crumbled feta cheese. Add a loaf of Cheese Stuffed Garlic Bread and dinner is served!
Try it as a side dish for zesty Barbecue Chicken, or pair it with my popular Dutch Oven Turkey Breast and a delicious Brown Sugar Glazed Ham for your holiday meal.
If you're a true mac and cheese lover, you gotta make these Fried Mac and Cheese Bites for your next party or tailgate. They're the best little appetizers made from leftover macaroni and cheese!
Recipe FAQ
If you don't like bread crumbs, try topping this dish with crushed corn flakes, buttery crackers or french fried onions. Crushed croutons or Pepperidge Farm stuffing crumbs also work well.
My preferred brand to use is Mueller's elbow pasta. Mueller Mac and Cheese is hard to beat because it cooks perfectly every time. You could also use other Mueller's pasta shapes like rotini, bowtie or corkscrews if desired.
I use a combination of sharp cheddar for flavor, Gouda for its melting capabilities, and cream cheese for richness. Adding evaporated milk blends it all together.
You can purchase pre-shredded cheese, but keep in mind it doesn't usually melt as well as hand-shredded cheese. However, there are some brands that are better than others and will melt just fine.

Variations
Classic macaroni and cheese has become a gourmet treat, especially at restaurants in the south. There's everything from lobster mac and cheese to fried macaroni appetizers.
Feeling adventurous? Try a different flavor with this Smoked Gouda Mac and Cheese or experiment with these stir-in ideas:
- crispy bacon
- grilled chicken
- lobster or crabmeat
- veggies like cauliflower, spinach, peas, or kale
- little hot dog weenies
- chopped ham
- fresh herbs such as rosemary and thyme

Storage Guide
Making Mac and Cheese Ahead of Time: make in advance and refrigerate for up to 2 days before baking. Save the bread crumbs and assemble just when ready to bake.
Baking Tip: the longer it sits, the more the macaroni absorbs the cheese which can cause it to lose its creaminess, so serve it as soon as it comes out of the oven.
Leftovers: store leftover mac and cheese in an airtight container for up to 3 days in the refrigerator.
Freezing: You can definitely freeze this dish before it's baked. If you freeze after baking, it may dry out. Freeze in an airtight container for up to 3 months.
Thawing: Thaw frozen casserole in the refrigerator overnight. Save the bread crumbs and put on top just before baking.
Reheating: Cook thawed macaroni and cheese in a 350 degree oven until bubbly in the middle.
More Pasta Dishes
If you're crazy about pasta, try a few of these other favorite dishes ...
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Recipe Card

Homestyle Mac and Cheese
*See notes in blog post for detailed tips, photos and instructions.
Equipment
- baking dish (13 x 9)
Ingredients
- 16 oz. elbow macaroni (I use Mueller's brand)
- 8 oz. sharp cheddar, shredded (reserve half for topping)
- 8 oz. cream cheese
- 8 oz. gouda cheese, shredded
- 12 oz. can evaporated milk
- ½ cup half and half cream
- ½ tsp. salt
- ½ tsp. garlic salt
- ½ tsp. ground mustard
- ¼ tsp. pepper
- 2 cups Panko bread crumbs
- ½ stick butter (melted)
Instructions
- In a medium saucepan, bring macaroni pasta to a rolling boil in salted water for about 5 minutes. If you're planning on baking it, 5 minutes is perfect. If you're serving it from a skillet, cook it at least 8 minutes until it's al dente.16 oz. elbow macaroni
- While macaroni is cooking, shred the sharp cheddar cheese by hand. Reserve half of the cheddar cheese for the topping.8 oz. sharp cheddar, shredded
- In a large skillet, pot or dutch oven, melt cream cheese over medium heat with pasta while stirring constantly. Add shredded Gouda and sharp cheddar, then continue to stir while cheese melts.8 oz. cream cheese, 8 oz. gouda cheese, shredded, 8 oz. sharp cheddar, shredded
- Add evaporated milk and cream, then stir well until it thickens and creates a golden cheese sauce. Gently stir until completely mixed together. Add salt, garlic salt, ground mustard and pepper. Stir until combined.12 oz. can evaporated milk, ½ cup half and half cream, ½ tsp. salt, ½ tsp. garlic salt, ½ tsp. ground mustard, ¼ tsp. pepper
- Macaroni and cheese can be served straight from the skillet at this point, or add it to a 13 x 9 inch baking dish and top with reserved shredded cheese and Panko bread crumbs mixed with melted butter.2 cups Panko bread crumbs, ½ stick butter
- Heat oven to 350 degrees and bake for 15 to 20 minutes, or until cheese melts completely and top turns golden brown. Serve immediately for best results. If it sits out for a while, the pasta will absorb the cheese and lose its creaminess.

Notes
- Making Mac and Cheese Ahead of Time: make in advance and refrigerated for up to 2 days before baking. Save the bread crumbs and assemble just when ready to bake.
- Baking Tip: the longer it sits, the more the macaroni absorbs the cheese which can cause it to lose its creaminess, so serve it as soon as it comes out of the oven.
- Leftovers: store leftover mac and cheese in an airtight container for up to 3 days in the refrigerator.
- Freezing: You can definitely freeze this dish before it's baked. If you freeze after baking, it will dry out. Freeze in an airtight container for up to 3 months.
- Thawing: Thaw frozen casserole in the refrigerator overnight. Save the bread crumbs and put on top just before baking.
- Reheating: Cook thawed macaroni and cheese in a 350 degree oven until bubbly in the middle.
Nutrition
Nutrition info is an auto generated estimate.





Debi,
I made this Mac & Cheese last week for my Grands during KK & Papa Camp. What a hit! They L🧡VED it and so did my husband 😋!
Thank you,
Kathie & Ron Whittemore 😘
Oh, that makes me so happy Kathie! Thanks for sharing those great memories with me! 🙂
This will be perfect for my little people!
I love your little people! 🙂