Baked Southern Mac and Cheese

If a mac and cheese recipe doesn’t involve a large casserole dish and a golden, bubbly crust, is it even mac and cheese? For true comfort food enthusiasts, especially those with Southern roots, the answer is a resounding no. Introducing the ultimate Southern Baked Mac and Cheese—a recipe that delivers that deep, savory flavor, a perfectly creamy interior, and a structured, non-soupy texture that makes it stand tall on any holiday plate.

Unlike quick stovetop versions, this recipe relies on a creamy egg-and-milk custard base to bind the sauce and noodles. This custard sets up beautifully in the oven, ensuring your mac and cheese is rich, moist, and never runny, but firm enough to hold its shape when served. We use a blend of sharp, high-quality cheeses to create a complex, addictive flavor that is pure, unadulterated comfort.

This Southern Baked Mac and Cheese is a non-negotiable side dish for Thanksgiving, Christmas, and Sunday supper. Get ready to master the classic that everyone requests!

Why Baked Mac and Cheese is a Southern Staple

Southern mac and cheese traditions prioritize texture and richness, making the baking process essential to the final product.

• The Custard Factor: The key difference is the addition of eggs to the milk and cream base. When baked, these eggs gently set the sauce into a light, creamy custard. This prevents the sauce from separating or running out onto the plate, yielding that signature, cohesive texture.
• Complex Cheese Flavor: Instead of relying on pre-shredded cheese slices, we use a mixture of three different cheeses (Sharp Cheddar, Monterey Jack, and a hint of Parmesan) to create layers of flavor that a single cheese can’t achieve.
• The Crispy Top: Baking at a slightly higher temperature for the final minutes creates a gorgeous, golden-brown crust. This is the perfect textural contrast to the soft, creamy noodles underneath—a key component of the authentic experience.
• Better Leftovers: Because the sauce is set with the egg custard, leftovers reheat beautifully without drying out or becoming oily, making it a perfect make-ahead dish.
• Deep, Uniform Seasoning: The extended bake time allows all the seasonings (mustard, paprika, salt, and pepper) to meld deeply into the sauce, providing a satisfying richness that instant stovetop sauces often lack.

Ingredients

To achieve that rich, classic Southern flavor, we rely on a combination of whole milk, a subtle roux, and plenty of sharp cheese.

For the Pasta

• 1 lb elbow macaroni (or small shells/cavatappi)
• 2 tablespoons Kosher salt (for the water)

For the Cheese Sauce Base (The Custard)

• 1/4 cup (4 Tbsp) unsalted butter
• 1/4 cup all-purpose flour
• 2 cups whole milk (warmed slightly)
• 1 cup evaporated milk (or heavy cream, for richness)
• 2 large eggs, lightly beaten
• 1 teaspoon Dijon mustard (secret ingredient for flavor depth)
• 1 teaspoon smoked paprika
• 1 teaspoon Kosher salt
• 1/2 teaspoon black pepper

For the Cheese

• 3 cups sharp cheddar cheese, freshly shredded (divided)
• 1 cup Monterey Jack or Colby cheese, freshly shredded
• 1/2 cup grated Parmesan cheese (optional, for topping)

Step-by-Step Instructions: Cook, Sauce, and Bake

Follow these steps precisely to ensure your Southern mac and cheese is set, creamy, and golden brown.

Part 1: Cook the Pasta (10 Minutes)

1. Prep Oven: Preheat your oven to 375∘F (190∘C). Generously butter a 9×13 inch casserole dish.
2. Cook Pasta: Bring a large pot of salted water to a boil. Add the macaroni and cook until al dente—about 1 minute less than package directions. Do not overcook!
3. Drain (Do Not Rinse!): Drain the pasta well, but DO NOT RINSE the noodles. The leftover starch on the noodles is necessary to help the sauce thicken and bind. Set aside.

Part 2: Prepare the Custard Sauce (15 Minutes)

1. Make the Roux: In a large saucepan or Dutch oven, melt the butter over medium heat. Whisk in the flour until a thick paste (the roux) forms. Cook for 1–2 minutes, stirring constantly.
2. Add Milk: Gradually whisk in the warm whole milk and the evaporated milk. Continue whisking until the sauce is smooth, thickened, and bubbling (about 5 minutes). Remove from heat.
3. Season: Stir in the mustard, smoked paprika, salt, and pepper.
4. Temper the Eggs (Crucial Step): In a separate bowl, whisk the 2 eggs until lightly frothy. Slowly drizzle 1 cup of the warm milk sauce into the eggs while constantly whisking. This “tempers” the eggs and prevents them from scrambling when added to the hot sauce.
5. Finish Sauce: Pour the tempered egg mixture back into the main pot of milk sauce. Stir in 2 cups of the Sharp Cheddar and all of the Monterey Jack cheese until the cheese is completely melted and the sauce is uniform.

Part 3: Assemble and Bake (40 Minutes)

1. Combine: Add the cooked macaroni to the large pot with the cheese sauce. Stir gently until every noodle is coated.
2. Layer: Pour half of the mac and cheese mixture into the prepared casserole dish. Sprinkle 1/2 cup of the remaining Cheddar cheese over the layer. Add the remaining mac and cheese mixture on top.
3. Topping: Sprinkle the remaining 1/2 cup of Sharp Cheddar and the 1/2 cup of Parmesan cheese over the top for the crust.
4. Bake: Bake for 30–35 minutes, or until the sauce is bubbly and the edges are set.
5. Golden Finish: For an extra golden top, turn the oven to broil for the last 1–2 minutes, watching carefully to prevent burning.
6. Rest (Non-Negotiable): Remove the casserole from the oven and let it rest for 15 minutes before serving. This time allows the custard to finish setting, resulting in a clean slice and preventing a runny sauce.

Pro Tips for the Best Southern Mac and Cheese

Achieving that signature Southern texture—creamy but firm—requires attention to the following details.

• Shred Your Own Cheese (Crucial!): This is the number one secret to creamy mac and cheese. Pre-shredded cheese contains anti-caking agents (like cellulose) that prevent the cheese from melting smoothly, often resulting in a grainy, oily sauce. Always use block cheese and shred it yourself.
• Embrace Evaporated Milk: Southern recipes often call for evaporated milk for a reason. It is richer and has less water content than regular milk, yielding an unbelievably thick, silky, and stable custard that will not separate during baking.
• The Al Dente Rule: Never cook the pasta fully on the stovetop. Since the mac and cheese cooks twice (once on the stove, once in the oven), if you overcook the noodles initially, they will turn to mush in the casserole. Undercook them by 1–2 minutes.
• Tempering the Eggs is Non-Negotiable: If you add raw eggs directly to a hot milk sauce, they will scramble instantly. Tempering (slowly adding a small amount of hot liquid to the eggs while whisking) brings the eggs up to temperature gently, allowing them to incorporate smoothly into the sauce without curdling.
• The Final Rest: Do not skip the 15-minute rest! This time is absolutely essential for the egg custard to finish setting up. If you cut into the casserole too early, the sauce will flood your plate.

Serving Suggestions and Creative Variations

Southern Baked Mac and Cheese is hearty enough to be the star of the plate, but it truly shines alongside classic Southern cuisine.

Serving Suggestions

• Holiday Pairing: Serve alongside Cider Brined Roast Chicken or a holiday ham.
• BBQ Classic: Perfect with pulled pork, brisket, or a side of Honey Garlic Chicken Wings.
• Green Contrast: Pair the rich mac and cheese with a light, vinegary side dish, such as collard greens, coleslaw, or the Crispy Roasted Brussels Sprouts to cut through the richness.

Creative Variations

• Pimento Cheese Twist: Substitute 1/2 cup of the Sharp Cheddar with 1/2 cup of Pepper Jack cheese and add 2 tablespoons of chopped pimento peppers for a zesty, Southern Pimento flavor profile.
• Smoke and Heat: Add 1/2 cup of cooked, crumbled bacon and 1 teaspoon of hot sauce (like Texas Pete or Cholula) to the cheese sauce before mixing with the noodles.
• Garlic Butter Base: Before making the roux, melt the butter and sauté 2 cloves of minced garlic for 1 minute before adding the flour. This adds a subtle, savory base layer.
• Breadcrumb Topping: For an even crunchier crust, mix 1/2 cup of panko breadcrumbs with 2 tablespoons of melted butter and sprinkle that over the top along with the cheese before baking.

Frequently Asked Questions (FAQ)

• Why did my mac and cheese come out dry? Dryness is usually caused by over-baking. If the casserole is left in the oven too long, the egg custard overcooks, seizes up, and squeezes out all the moisture. The texture will feel grainy and dry. Pull the casserole out when the center still looks slightly wobbly, as it will continue to set during the 15-minute rest.
• Why is my mac and cheese runny or soupy? Runny mac and cheese is often caused by not tempering the eggs correctly (they separate and can’t set the custard) or not using enough thickening agents (flour/starch). Ensure you use the exact measurements for the butter, flour, and eggs to create a stable, setting sauce. If the sauce looks too thin before baking, whisk in 1 tablespoon of cornstarch mixed with 2 tablespoons of cold milk, and bring it back to a quick simmer to thicken before adding the eggs.
• Can I make this mac and cheese ahead of time? Yes! This is an excellent make-ahead dish, but with a major caveat:
  • Best Method: Assemble the mac and cheese completely (noodles, sauce, and topping) but do not bake it. Cover tightly with plastic wrap and refrigerate for up to 24 hours. When ready to bake, remove from the fridge and let it sit at room temperature for 30 minutes, then bake as directed (you may need an extra 5–10 minutes of bake time).
• Can I freeze the leftovers? Yes, frozen leftovers reheat wonderfully.
  1. Cool: Allow the baked casserole to cool completely.
  2. Portion: Cut into serving sizes and wrap tightly in plastic wrap, then foil.
  3. Reheat: Thaw overnight in the fridge. Reheat in a 350∘F oven, covered with foil, until warmed through. You can add a splash of milk over the top before reheating to help restore moisture.
• Can I use pre-shredded cheese if I’m short on time? While it technically works, it is strongly discouraged for the best results. Pre-shredded cheese contains cellulose, which makes the sauce grainy and prevents it from achieving that smooth, velvety texture that is a hallmark of authentic Southern mac and cheese. If you must use it, toss the pre-shredded cheese with 1 tablespoon of flour before adding it to the sauce to help it melt more smoothly.

This Southern Baked Mac and Cheese is a delicious, crowd-pleasing tradition waiting to happen. Enjoy the deep, comforting flavors!

Don’t forget to Pin this ultimate holiday mac and cheese recipe and tell us your favorite cheese blend in the comments below!

Baked Southern Mac and Cheese

Maggie

This Old Fashioned Southern Mac and Cheese is baked to creamy perfection with layers of sharp cheddar, eggs, and milk, topped with buttery breadcrumbs for a golden, crispy finish. A comforting Southern classic that’s always a family favorite!

Print Recipe Pin Recipe

Prep Time 5 minutes mins

Cook Time 40 minutes mins

Total Time 45 minutes mins

Course Main Dish

Cuisine American, Southern

Servings 12 servings

Calories 468 kcal

Equipment

• 9×13-inch casserole dish
• mixing bowls
• saucepan
• whisk
• measuring cups and spoons
• oven

Ingredients

  

• 1 pound elbow macaroni
• 3 1/2 cups sharp cheddar cheese, shredded (divided)
• 1/4 cup unsalted butter, softened
• 1 1/2 cups whole milk, heated
• 3 large eggs
• 1/2 cup sour cream
• 1 tsp garlic powder
• 1 tsp onion powder
• 4 tbsp unsalted butter, melted
• 2 cups bread crumbs
• salt and pepper, to taste

Instructions

 

• Preheat oven to 350°F (175°C). Spray a 9×13-inch casserole dish with nonstick cooking spray and set aside.
• Cook pasta according to the package directions until al dente. Drain and set aside.
• In a medium bowl, heat milk in the microwave for 1–2 minutes. Gradually add to beaten eggs to temper. Stir in sour cream, onion powder, garlic powder, salt, and pepper.
• In a large bowl, combine hot pasta, 2 1/2 cups of cheese, and softened butter. Mix in milk mixture and stir until evenly combined. Pour into the prepared baking dish.
• In a small bowl, combine melted butter and bread crumbs. Sprinkle breadcrumb mixture and remaining cheese evenly over the top.
• Bake uncovered for 30–45 minutes, or until the top is golden brown and the center is set. Let rest 5 minutes before serving.

Notes

For an extra creamy texture, don’t overbake the mac and cheese—remove it once the edges are bubbling and the top is golden brown. You can mix different cheeses like Monterey Jack or Gruyère for added flavor. Best served hot straight from the oven.

Keyword baked mac and cheese, comfort food, holiday side dish, southern mac and cheese