This restaurant-style old fashioned macaroni and cheese skips the béchamel entirely, just pasta, heavy cream, and a blend of white cheddar, gruyere, and parmesan, finished under the broiler for a golden, crusty top. Inspired by the mac and cheese at Poole’s Diner in Raleigh, it comes together in about 30 minutes with no flour and no roux. Creamy underneath, crisp on top, and ridiculously simple for how good it tastes.
Stovetop to Broiler: Mac and Cheese Without the Bechamel
Most homestyle mac and cheese recipes start with a roux, butter and flour cooked together before the milk goes in, and that’s the step most home cooks worry about the most. Get the roux wrong and the sauce turns grainy or breaks the second it hits the broiler. This recipe sidesteps the problem completely: the cream thickens the sauce as it simmers, no flour required, and the cheese melts right in without any risk of separating.
That’s the same trick that makes diner-style mac and cheese so reliably smooth, and it’s why this one comes together in under 30 minutes with almost no cleanup. It’s the dish that disappears first at my table, no matter who I’m feeding.
Featured reader review
“This actually may be the simplest and yummiest mac i’ve made (and my fams addicted to mac). I only had a cup of heavy cream so I used whole milk for the second cup- was nervous cause the notes said it’d be runny. It was PERFECT! Thanks!”
Paige
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The Mac That Changed My Holidays
One Christmas, with both my girls home and the kitchen humming, I decided to try and replicate the dish from Poole’s Diner. I had Ashley Christensen’s cookbook in one hand, a pile of white cheddar in the other, and no idea how close I’d get. Turns out? Pretty close. That top layer of cheese? Broiled until bubbly and golden. The base? Creamy, dreamy, and exactly the kind of thing you sneak extra bites of while pretending to “clean up.”
Ashley’s book is one of my favorites. I actually got to meet her at a Garden & Gun event years ago at Poole’s, she was just as warm and lovely as you’d expect. Her directions are detailed without being fussy, which I appreciate. And while her version calls for Jarlsberg (good luck finding that in my local grocery store), I’ve found that gruyere works just fine. That Christmas is what got me hooked on collecting mac and cheese recipes for every kind of gathering, and this one’s still the one I make most.
The Three Cheeses I Keep Coming Back To
You can definitely get creative here, but I always reach for white cheddar, gruyere, and a little parmesan. That trio gives you depth, nuttiness, and the right amount of sharpness. Just don’t use the bagged shredded stuff, it doesn’t melt the same. I love pairing this with fall-apart tender ribs for a holiday spread, or a bowl of strawberry spinach salad when I want something fresh to cut the richness.
My Favorite Way to Use Leftover Brisket
The last time I made this, I had about half a cup of leftover brisket in the fridge and figured it couldn’t hurt. I chopped it up and stirred it into the sauce right along with the cheese, before the whole thing went under the broiler. The smoky, tender bits of brisket melted right into the cream and cheese, and it turned an already good mac and cheese into something closer to a full meal. I haven’t made a big batch of brisket since without saving some back just for this.
Simple Ingredients, Restaurant-Style Result
The exact amounts are in the recipe card below.
Let’s Make Old Fashioned Macaroni and Cheese
Step 1 – Cook the pasta
Cook the pasta in a large pot of salted water, it should taste like the ocean, drain and put the cooked macaroni on a rimmed baking sheet and sprinkle with a little oil to keep it from sticking together.
Step 2 – Make the cheese sauce – no roux needed
While the pasta cools, heat the cream in a saucepan over medium until it starts to thicken, then lower the heat and stir in 40% of the cheese a handful at a time until melted
Step 3 – Bake
An iron skillet or 2 quart baking dish works great for this.
It’s dinner on its own, but also the best kind of side dish. (Not judging if you go straight in with a fork.)
This is the kind of recipe that earns a spot in your regular rotation, simple enough for a weeknight and good enough for the holiday table.
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Southern Old Fashioned Macaroni and Cheese
Ingredients
- 6 ounces dry elbow macaroni 2 cups
- 1 teaspoon vegetable oil
- 2 ounces parmesan cheese ½ cup grated
- 2 ounces gruyere cheese ½ cup grated
- 6 ounces white cheddar 1 ½ cups grated
- 2 cups heavy cream
- 1 teaspoon salt
Instructions
- In a medium pot, bring 2 quarts of water and salt to a boil. Add pasta and boil until it is al dente, about 5 minutes. Drain and place on a rimmed baking sheet to cool, sprinkle with vegetable oil.
- Combine cheese in a bowl, reserving 60% for the top.
- In a large saucepan, bring the cream and salt to a boil. Let simmer for about 2 minutes. The cream will foam and then subside. Add the cooked pasta and cook, stirring occasionally until the sauce starts to thicken slightly, about 2 minutes. Add just 40% of cheese in small handfuls, stirring and waiting after each addition until completely melted and incorporated into the sauce.
- Transfer to a 2 quart baking dish or an iron skillet, and add the remaining cheese to the top. Place on a baking sheet under the broiler for 3-5 minutes, rotating until the cheese melts and is golden brown. Remove and let it rest for about 5 minutes before serving.
Video
Barbara’s Tips + Notes
- You can add Jarlsberg cheese instead of gruyere and you can use regular cheddar instead of white.
- You can easily double this recipe.
- If you use anything lighter than cream, expect a slightly thinner sauce, some readers have had good luck cutting it with whole milk.
- You can make this in advance and refrigerate. Let it come to room temperature and then place under the broiler as directed.
Nutrition
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michael curry says
This is the best mac and cheese, ever in the history of man, really I’m not kidding
(This review was provided by a family member)
Barbara Curry says
You might be a little biased, but I have to agree.
Scott B says
Where does the oil come in to play in this recipe? It doesn’t say.
Barbara Curry says
It is sprinkled over the pasta to keep it from sticking together.
paige says
This actually may be the simplest and yummiest mac i’ve made (and my fams addicted to mac). I only had a cup of heavy cream so I used whole milk for the second cup- was nervous cause the notes said it’d be runny. It was PERFECT! Thanks!
Barbara Curry says
Glad it turned out with a cream and milk mixture, thanks for sharing. It’s one of my favorites!
Marianne says
Love Mac n cheese. Can’t wait to try this one! Thank you.
Barbara Curry says
It’s easy as pie, I bet you’ll love it.
Missy Powers says
What other cheese can you substitute for the parm and white cheddar? I’m not a fan of pungent cheese. I know, I’m not the norm when it comes to cheese lovers. I do like gruyere and other mild cheese like mozzarella, muenster, gouda, etc. Would any of this work?
Thanks!
Missy
Barbara Curry says
I would use gruyere and muenster or gouda. Any cheese will work, some will make it gooey like mozzarella, but that’s not a bad thing.