Good Ole Fashion Mac and Cheese brings together tender elbow macaroni, plenty of cheddar, and a golden cheese topping. Evaporated milk and eggs give this baked version a soft, set center that holds together when you scoop it onto a plate. It is a hearty side for Sunday dinner, a holiday table, or a meal where the mac and cheese deserves its own big serving spoon.
My advice is to keep the method simple and pay attention to the center of the pan. A browned top looks inviting, but the milk and egg mixture underneath needs time to cook through. We will build the layers first, then let the oven do the rest.

What gives this mac and cheese its old fashioned texture?
This is a baked, custard-style macaroni and cheese. The eggs help the milk mixture set around the pasta, while the cheddar gives it a full cheese flavor. Mozzarella adds a softer melt between the layers. Expect tender macaroni and a scoopable center beneath the browned top.
There is no flour or stovetop cheese sauce to make. You cook the pasta, whisk the milk mixture, and layer everything in a baking dish. That makes the preparation straightforward, especially when several dishes need a spot on the stove.
Ingredients to have ready
- Elbow macaroni: Measure the three cups before cooking. Dry pasta and cooked pasta are different amounts, so that detail matters here.
- Butter: Toss it with the drained macaroni while the noodles are warm. It should melt and lightly coat them.
- Evaporated milk and whole milk: Use unsweetened evaporated milk. Sweetened condensed milk is a different product and will make this dish sweet.
- Eggs: Beat them thoroughly into the milk so they are evenly mixed, with no streaks of egg white.
- Cheddar and mozzarella: Use sharp or medium cheddar and low-moisture mozzarella. I recommend grating blocks of cheese for an even melt. Fresh mozzarella adds more moisture than this recipe needs.
- Garlic salt and paprika: A little garlic salt seasons the custard. Paprika adds color and a mild flavor to the top.
How to make Good Ole Fashion Mac and Cheese
Start by greasing a 9×13-inch baking dish and heating the oven to 375°F. Cook the macaroni until it still has a little bite. It will soften further as it bakes, so avoid cooking it until it is very soft in the pot.
Drain the pasta well, toss it with the butter, and let it cool briefly while you whisk the evaporated milk, whole milk, eggs, and garlic salt. Combine the two shredded cheeses in a separate bowl.
Build three layers of macaroni and cheese, ending with cheese. Pour the milk mixture evenly over the dish, then sprinkle the paprika over the top. Bake uncovered, checking the center as well as the surface. The full measurements and directions are in the recipe card below.

How to tell when it is ready
Start checking after 25 minutes. The top should be golden, and the center should look set rather than have a pool of loose milk. Check the middle with a food thermometer; the casserole should reach 165°F. Pan material, oven temperature, and the temperature of your ingredients can change the baking time.
If the cheese is browning before the middle is ready, cover the dish loosely with foil and continue baking. Give it a ten-minute rest before serving. That short wait lets the center settle and makes the first scoop easier to lift.
Small details that help
Drain well. Extra pasta water changes the milk mixture. Give the colander a few gentle shakes before returning the macaroni to the pot.
Let very hot pasta cool briefly. You want warm buttered noodles, not steaming-hot pasta that could begin cooking the egg mixture as you pour it in.
Spread the layers evenly. Take the cheese right out to the edges so the corner servings get their share. Pour the custard across the whole dish rather than into one spot.
Use two pans for a larger batch. Doubling everything in one deep pan changes how the center cooks. Two shallow dishes are easier to bake evenly.

Serving and leftovers
Serve this baked mac and cheese with roast chicken, turkey, meatloaf, or barbecue. A crisp salad or simply cooked green vegetables round out a rich plate. For a holiday dinner, it fits well beside stuffing and other family-style sides.
Refrigerate leftovers in a covered container within two hours and use them within three to four days. Reheat smaller portions with a small splash of milk, covered loosely, until the center reaches 165°F. The texture will be firmer after chilling because the custard has set.
Common questions
Can I change the cheese?
You can use medium cheddar for a milder flavor or sharp cheddar for a stronger one. Keep the total amounts the same. A small amount of smoked cheddar in place of part of the regular cheddar can add a smoky taste.
Can I leave out the eggs?
The eggs are part of what makes this version set. Leaving them out changes the texture and may leave extra liquid in the dish. For an egg-free version, use a recipe built around a cheese sauce instead.
Can I prepare anything ahead?
Grate the cheeses and measure the seasonings ahead of time. For the most predictable baking time, assemble the casserole just before baking. A fully chilled dish needs more time in the oven, so use the center temperature as your guide.


Good Ole Fashion Mac and Cheese
Equipment
- 1 9×13-inch baking dish
- 1 Large pot and colander
- 1 Mixing bowls and whisk
- 1 Food thermometer
Ingredients
Ingredients
- 3 cups dry elbow macaroni measured before cooking
- 4 tablespoons salted butter plus a little extra for greasing
- 2 12-ounce cans evaporated milk unsweetened; 24 ounces total
- 1/3 cup whole milk
- 2 large eggs
- 1/4 teaspoon garlic salt
- 4 cups shredded cheddar cheese sharp or medium
- 2 cups shredded low-moisture mozzarella cheese
- 1 teaspoon paprika
Instructions
Instructions
- Heat the oven to 375°F. Lightly grease a 9×13-inch baking dish.
- Cook the macaroni in a large pot of boiling water according to the package directions, stopping when it is al dente. Drain well, return it to the pot, and stir in the butter until melted. Let the pasta cool briefly while you prepare the milk mixture.
- Whisk the evaporated milk, whole milk, eggs, and garlic salt in a bowl until smooth, with no streaks of egg white.
- Combine the cheddar and mozzarella in another bowl. Spread one-third of the macaroni in the baking dish and cover with one-third of the cheese. Repeat twice, ending with cheese. Pour the milk mixture evenly over the layers and sprinkle with paprika.
- Bake uncovered, starting to check after 25 minutes. Allow about 30 minutes, or longer as needed, until the top is golden, the center is set, and a food thermometer inserted in the middle reads 165°F. If the top browns too quickly, loosely cover it with foil while the center finishes cooking.
- Let the macaroni and cheese rest for 10 minutes before scooping and serving.











