Homestyle Southern Baked Macaroni and Cheese

Featured in Quick & Easy Zucchini.

Rich, creamy Southern Baked Macaroni and Cheese. Learn my family's recipe for a comforting, cheesy classic, mistakes and all.
Anya Sharma - Recipe Author
Updated on Sun Jan 11 2026 at 02:23 AM
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There's this vivid memory I have, standing on a wobbly stool in my grandma's kitchen, watching her stir a pot of what seemed like pure magic. The smell of melting cheese, a hint of nutmeg, and the promise of something utterly comforting filled the air. That was my first introduction to Southern Baked Macaroni and Cheese, and honestly, it felt like discovering a secret language of love. I was probably five, trying to sneak a taste of the raw cheese sauce, getting my fingers slapped (gently, of course!). That dish, to me, isn't just food, it's a hug from the inside, a quiet moment of peace in a sometimes-chaotic world. It's the dish that says, "You're home."

I remember one time, trying to make this Southern Baked Macaroni and Cheese for a potluck, I accidentally grabbed skim milk instead of whole. Disaster! The sauce was thin, watery, and just sad. I had to frantically melt in extra cream cheese and butter to salvage it, and honestly, it still wasn't quite right. My friends were polite, but I knew. Lesson learned: whole milk (or even heavy cream) is non-negotiable for that rich, creamy texture. You live and you learn, right?

Ingredients for Southern Baked Macaroni and Cheese

  • Elbow Macaroni: This classic shape holds onto all that wonderful cheese sauce. I've tried other pasta shapes, but honestly, the elbows just work best for a traditional baked mac and cheese. Don't overcook it, please!
  • Whole Milk: The base of our creamy sauce. Don't skimp here, skim milk is a no-go for this recipe, trust me, I learned the hard way! The fat content is crucial for that luxurious mouthfeel.
  • Sharp Cheddar Cheese: This is where the flavor truly comes alive. I always grate my own cheese, pre-shredded stuff has anti-caking agents that can make your sauce gritty. A good quality sharp cheddar makes all the difference, giving this dish its signature tang.
  • Monterey Jack Cheese: Adds a beautiful melt and a milder creaminess to balance the sharp cheddar. I tried using only cheddar once, and it was a bit too intense. This blend is key for the perfect texture.
  • Unsalted Butter: Essential for building our roux and adding richness. Don't even think about margarine, butter's flavor is irreplaceable here. It provides that foundational richness that makes the cheese sauce sing.
  • All-Purpose Flour: Helps thicken our cheese sauce. Just a couple of tablespoons, cooked properly with the butter, will create a smooth, luscious base. Don't rush this step, or your sauce might taste floury.
  • Eggs: A secret weapon for a truly custardy texture. They bind the sauce, preventing it from separating and giving it that incredible, almost soufflé-like texture.
  • Mustard Powder: Doesn't make it taste like mustard, I swear! It just really, really enhances the cheesy flavor. A tiny pinch, and boom, your cheese sauce is next level.
  • Smoked Paprika: Adds a subtle warmth and a hint of smoky depth. I love the color it gives, too. It’s my little twist that adds a bit of intrigue to the classic.
  • Salt & Black Pepper: Crucial for seasoning. Taste as you go, especially with the salt, because different cheeses have different sodium levels. Freshly ground black pepper is always better, honestly.

Crafting Your Southern Baked Macaroni and Cheese

Prepare the Macaroni:
First things first, get your pasta cooking! Bring a large pot of salted water to a rolling boil. Add your elbow macaroni and cook it just until it's al dente meaning it still has a little bite. This is so important because it's going to cook more in the oven. I always forget to salt the water enough, so don't be like me! Drain it well, don't rinse it, and set it aside. You want that starchy goodness to help the sauce cling. It smells like a fresh pasta shop right now, a simple but comforting start.
Make the Roux:
In a large, heavy-bottomed pot or Dutch oven, melt the unsalted butter over medium heat. Once it’s fully melted and shimmering, sprinkle in the all-purpose flour. Whisk it constantly for about 1-2 minutes until it forms a pale, nutty-smelling paste. This is your roux, the thickening agent for your sauce. Don't let it brown too much unless you want a darker, nuttier flavor, which isn't traditional for this dish. I once burned my roux because I got distracted by a text, and the whole batch was ruined. Stay focused here!
Whip Up the Creamy Sauce:
Slowly, I mean slowly, whisk in the whole milk to your roux. Pour it in a little at a time, whisking vigorously to prevent lumps. Keep whisking until the sauce starts to thicken and coats the back of a spoon. It’ll smell rich and milky, almost like a warm hug. Remove the pot from the heat before adding your cheese. This step feels so satisfying when the sauce starts to come together, smooth and glossy. You’re building the soul of your Southern Baked Macaroni and Cheese right now!
Melt in the Cheeses:
Now for the fun part! Add your grated sharp cheddar and Monterey Jack cheeses to the warm milk mixture, stirring until they're completely melted and smooth. This is where the magic happens, and the aroma becomes truly irresistible. Stir in the mustard powder, smoked paprika, salt, and black pepper. Taste it! Adjust seasonings if needed. Remember that time I forgot the mustard powder? It was good, but not this good. This rich, golden sauce is what makes this dish so special.
Add the Eggs and Combine:
In a separate small bowl, lightly whisk the eggs. Slowly temper the eggs by adding a spoonful of the hot cheese sauce to them, whisking constantly. Then, pour the tempered egg mixture back into the main cheese sauce, whisking quickly to incorporate. This prevents the eggs from scrambling. Pour the glorious cheese sauce over your cooked macaroni in the pot and mix everything until every single noodle is coated in that cheesy goodness. Honestly, this is where my kitchen usually gets a little messy, but it's worth it!
Bake and Serve Your Southern Baked Macaroni and Cheese:
Pour the macaroni and cheese mixture into a greased 9x13 inch baking dish. If you want, sprinkle a little extra cheese on top for a golden crust. Bake in a preheated oven at 375°F (190°C) for 25-30 minutes, or until it’s bubbly around the edges and golden brown on top. It'll smell like pure heaven! Let it rest for 10-15 minutes before serving so the sauce can set. The top will be slightly crispy, the inside perfectly creamy exactly how a homestyle baked mac and cheese should be.

Making this Southern Baked Macaroni and Cheese always brings me back to family gatherings, crowded tables, and laughter. There was this one time, my nephew, who swore he hated mac and cheese, tried a spoonful, and his eyes just lit up. He asked for seconds! It’s those little moments, those unexpected joys, that make all the kitchen chaos worth it. It’s a dish that truly connects people, a real comfort.

Storage Tips for Southern Baked Macaroni and Cheese

Okay, so storing Southern Baked Macaroni and Cheese is a bit of an art. Leftovers can be amazing, but you gotta treat them right. I usually let it cool completely before transferring it to an airtight container. It'll keep in the fridge for up to 3-4 days. Reheating is where things get tricky. I microwaved it once without adding anything, and the sauce separated so don't do that lol. For best results, reheat it gently in a saucepan over low heat, adding a splash of milk or even a tiny bit of cream to bring back that creamy texture. You can also reheat individual portions in the microwave with a damp paper towel over them to keep moisture in, but seriously, stovetop is better. It doesn't freeze super well, in my experience, as the texture can change, but I've done it in a pinch for up to a month.

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Southern Baked Macaroni and Cheese Ingredient Substitutions

I've played around with this Southern Baked Macaroni and Cheese recipe quite a bit, mostly out of necessity when I'm missing an ingredient. For the cheese blend, a mix of Gruyere, white cheddar, or even a little provolone can work in place of the Monterey Jack. I tried an all-Gruyere version once, and it was a bit too pungent for a classic Southern feel, but still tasty! If you don't have mustard powder, a tiny dash of Dijon mustard can give a similar flavor boost, but be careful, it's stronger. For a richer sauce, you can swap out some of the whole milk for heavy cream, I do this when I'm feeling extra decadent, and honestly, it’s glorious. Just remember, each swap changes the final flavor profile a bit, so embrace the experiment!

Serving Southern Baked Macaroni and Cheese

This Southern Baked Macaroni and Cheese is a star on its own, but it plays well with others too. For a classic Southern meal, I love serving it alongside some crispy fried chicken, collard greens, and maybe a slice of cornbread. It’s a feast! For a lighter touch, a fresh green salad with a tangy vinaigrette cuts through the richness beautifully. And for drinks? sweet tea, of course, or a crisp, dry white wine if it's an adult dinner party. Honestly, this dish and a good rom-com on a Friday night? Yes please. It’s perfect for Sunday dinner, holiday meals, or just when you need a little extra comfort in your life.

The Cultural Backstory of Southern Baked Macaroni and Cheese

Southern Baked Macaroni and Cheese isn't just a side dish, it's a culinary institution, especially in the American South. Its roots actually trace back to European cheese and pasta dishes, but it found its true calling and unique identity in Southern kitchens. Enslaved African Americans, often working in plantation kitchens, adapted existing recipes, infusing them with their culinary traditions and resourcefulness. They transformed it into the rich, custardy, oven-baked dish we cherish today. For my family, it’s a recipe passed down through generations, a connection to my grandmother’s kitchen and the stories she told. Every time I make it, I feel that connection, a sense of history and heritage baked right into every cheesy, comforting bite.

And there you have it, my heartfelt take on Southern Baked Macaroni and Cheese. It’s a dish that’s seen me through so many moments, from joyful celebrations to quiet, reflective evenings. When it comes out of the oven, golden and bubbling, filling the house with that incredible aroma, I honestly feel a sense of accomplishment and warmth. I hope it brings as much comfort and joy to your table as it does to mine. Don't be shy, try your hand at this classic and tell me how your Southern Baked Macaroni and Cheese turns out!

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Frequently Asked Questions About Southern Baked Macaroni and Cheese

→ Can I make Southern Baked Macaroni and Cheese ahead of time?

You can assemble it a day in advance and keep it covered in the fridge. Just let it come to room temp for about 30 minutes before baking, and you might need a few extra minutes in the oven. I've done it many times for holidays!

→ What's the best cheese for Southern Baked Macaroni and Cheese?

Honestly, a sharp cheddar is non-negotiable for that classic tang. I love blending it with Monterey Jack for meltiness, but Gruyere or even a little smoked Gouda can be fun to try for a twist. Just grate it yourself!

→ Why did my Southern Baked Macaroni and Cheese turn out gritty?

Often, a gritty sauce comes from using pre-shredded cheese (those anti-caking agents!) or not letting your roux cook long enough. Make sure to whisk constantly when adding milk to the roux for a super smooth sauce, that's my trick!

→ How do I prevent my Southern Baked Macaroni and Cheese from drying out?

Under-baking the pasta slightly helps, and ensuring your cheese sauce is generous and creamy is key. Also, don't overbake it! A little rest after baking helps the sauce set without drying. Adding a splash of milk when reheating works wonders.

→ Can I add meat to this Southern Baked Macaroni and Cheese recipe?

Absolutely! I've added cooked ground beef, shredded chicken, or even diced ham to make it a heartier main dish. Just stir it in with the macaroni before baking. It’s a great way to turn a side into a full meal, I've done it for busy weeknights!

Homestyle Southern Baked Macaroni and Cheese

Rich, creamy Southern Baked Macaroni and Cheese. Learn my family's recipe for a comforting, cheesy classic, mistakes and all.

4.4 out of 5
(93 reviews)
Prep Time
20 Minutes
Cook Time
30 Minutes
Total Time
50 Minutes


Difficulty: Intermediate

Cuisine: Southern American

Yield: 8 Servings

Dietary: Vegetarian

Published: Tue Nov 18 2025 at 08:27 PM

Last Updated: Sun Jan 11 2026 at 02:23 AM

Start Cooking
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Ingredients

→ Base Ingredients

01 1 lb elbow macaroni
02 4 cups whole milk
03 1/2 cup (1 stick) unsalted butter
04 1/2 cup all-purpose flour

→ Cheeses

05 4 cups (16 oz) sharp cheddar cheese, freshly grated
06 2 cups (8 oz) Monterey Jack cheese, freshly grated

→ Flavor Boosters

07 2 large eggs
08 1 tsp mustard powder
09 1/2 tsp smoked paprika
10 1 1/2 tsp salt, or to taste
11 1/2 tsp black pepper, freshly ground

Instructions

Step 01

First things first, get your pasta cooking! Bring a large pot of salted water to a rolling boil. Add your elbow macaroni and cook it just until it's al dente - meaning it still has a little bite. This is so important because it's going to cook more in the oven. I always forget to salt the water enough, so don't be like me! Drain it well, don't rinse it, and set it aside. You want that starchy goodness to help the sauce cling. It smells like a fresh pasta shop right now, a simple but comforting start.

Step 02

In a large, heavy-bottomed pot or Dutch oven, melt the unsalted butter over medium heat. Once it’s fully melted and shimmering, sprinkle in the all-purpose flour. Whisk it constantly for about 1-2 minutes until it forms a pale, nutty-smelling paste. This is your roux, the thickening agent for your sauce. Don't let it brown too much unless you want a darker, nuttier flavor, which isn't traditional for this dish. I once burned my roux because I got distracted by a text, and the whole batch was ruined. Stay focused here!

Step 03

Slowly, I mean slowly, whisk in the whole milk to your roux. Pour it in a little at a time, whisking vigorously to prevent lumps. Keep whisking until the sauce starts to thicken and coats the back of a spoon. It’ll smell rich and milky, almost like a warm hug. Remove the pot from the heat before adding your cheese. This step feels so satisfying when the sauce starts to come together, smooth and glossy. You’re building the soul of your Southern Baked Macaroni and Cheese right now!

Step 04

Now for the fun part! Add your grated sharp cheddar and Monterey Jack cheeses to the warm milk mixture, stirring until they're completely melted and smooth. This is where the magic happens, and the aroma becomes truly irresistible. Stir in the mustard powder, smoked paprika, salt, and black pepper. Taste it! Adjust seasonings if needed. Remember that time I forgot the mustard powder? It was good, but not this good. This rich, golden sauce is what makes this dish so special.

Step 05

In a separate small bowl, lightly whisk the eggs. Slowly temper the eggs by adding a spoonful of the hot cheese sauce to them, whisking constantly. Then, pour the tempered egg mixture back into the main cheese sauce, whisking quickly to incorporate. This prevents the eggs from scrambling. Pour the glorious cheese sauce over your cooked macaroni in the pot and mix everything until every single noodle is coated in that cheesy goodness. Honestly, this is where my kitchen usually gets a little messy, but it's worth it!

Step 06

Pour the macaroni and cheese mixture into a greased 9x13 inch baking dish. If you want, sprinkle a little extra cheese on top for a golden crust. Bake in a preheated oven at 375°F (190°C) for 25-30 minutes, or until it’s bubbly around the edges and golden brown on top. It'll smell like pure heaven! Let it rest for 10-15 minutes before serving so the sauce can set. The top will be slightly crispy, the inside perfectly creamy – exactly how a homestyle baked mac and cheese should be.

Notes

  1. Always grate your own cheese for the smoothest, creamiest sauce, pre-shredded just doesn't cut it.
  2. Cooking your macaroni al dente is crucial, it prevents mushy pasta after baking, a mistake I've made too often.
  3. Tempering the eggs slowly into the hot cheese sauce is key to avoiding scrambled eggs in your mac and cheese.
  4. For an extra crispy top, sprinkle a mix of panko breadcrumbs and a little melted butter over the top before baking.

Tools You'll Need

  • Large pot
  • large heavy-bottomed pot or Dutch oven
  • whisk
  • 9x13 inch baking dish
  • grater
  • measuring cups and spoons
  • small bowl

Allergy Information

Please check ingredients for potential allergens and consult a health professional if in doubt.
  • Dairy
  • Gluten
  • Eggs

Nutrition Facts (Per Serving)

It is important to consider this information as approximate and not to use it as definitive health advice.
  • Calories: 450 Calories
  • Total Fat: 25g Fat
  • Total Carbohydrate: 35g Carbs
  • Protein: 20g Protein

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