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Guys, I know it’s not officially mac and cheese weather (a.k.a. the crisp fall months), but I have been starving for my great-grandmother’s mac and cheese since I made a batch for our church recently and I thought I might not be the only one. (This recipe is amazing with the leftover ham you’ll have from Easter dinner!). Gather up a few simple ingredients and prepare yourself for a wonderful dish that will become a staple in your family!

PS – no pictures of the mac and cheese because it gets eaten too quickly!


  • 1 package (16 ounces) large elbow macaroni
  • 1 pound original Velveeta cheese, chunked
  • 1.5 cups shredded cheddar cheese
  • 1 large can Milnot (evaporated filled milk) + 1 can water
  • 1 stick margarine


  1. Preheat oven to 350 degrees.
  2. Cook macaroni according to package directions. Drain and rinse noodles.
  3. Slowly melt Velveeta, Milnot, water, and margarine. (Stir often on low as this melts easily.)
  4. Grease 2 9×13 casserole dishes. Fill dishes drained macaroni, pour cheese sauce over macaroni, and stir in .5 cups cheddar cheese into each dish. Reserve final .5 cup cheddar cheese for topping.
  5. Salt and pepper to taste.
  6. Bake uncovered at 350 for about 25 minutes.
  7. Sprinkle remaining cheese on top and let set for a few minutes before serving.

This is one of my all-time favorite dishes and one that works a variety of ways. I love this traditional version, but it’s also great with white Velveeta, white sharp cheddar, Italian seasoning, and baked with bread crumbs on top. Another variation I love is to add ham and Cajun seasoning to the traditional recipe for a spicier, meatier kick.

I hope you enjoy this heirloom recipe and one that is so dear to me! If you try it out, let me know – I’d love to know the variations you come up with!



  1. This is the ULTIMATE comfort food! She made it frequently for large gatherings as well as our small family Christmas Eve late dinner. I remember favorite go-together dishes…fresh-baked ham, lime jello salad with creamed cheese and pineapple, pea salad, home-made dinner rolls with lots of butter and any one of her delicious desserts to finish the feast. Mmmmm…can you imagine the great smells as we gathered in???? Thanks for sharing this favorite! xoxo❤️

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