Southern Baked Mac and Cheese (with Video)

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A Baked Macaroni and Cheese recipe made the old-fashioned way, with a from-scratch cheese sauce (no Velveeta) and that crunchy, golden cheese topping. If you’re craving some satisfying comfort food, we’ve got you covered with this Southern Mac and Cheese.

Perfect creamy baked mac and cheese with a golden, crunchy cheese topping. This Southern-Style baked mac and cheese uses no eggs, just a velvety homemade cheese sauce that takes less than 10 minutes to whip up

Southern Baked Mac and Cheese Recipe

I could give or take most pasta recipes, but a creamy baked mac and cheese with a thick cheese sauce and crunchy, golden baked cheese topping? I’m going in for a giant scoop, every time. Maybe even two.

And there is nothing more disappointing than when a gorgeous mac and cheese turns out to be lacklustre in flavor, or the cheese sauce is too slippery to really coat the noodles. It’s a crime against comfort food.

This baked mac and cheese recipe is comfort food perfection and incredibly easy to whip up. Yes, it takes a little longer to prepare than that little blue box, but it’s well worth the extra baking time and cheese shredding. I will warn you though – once you’ve served this decadent mac and cheese to your family, they may no longer accept any blue box shortcuts.

I just use white pepper, salt and paprika to simply season this mac and cheese but you can incorporate any favorite seasoning blend to really play with the flavors. Italian seasoning, cajun seasoning, seasoning salt, garlic powder, etc – my daughter would probably go crazy for a ranch mac and cheese. Experiment and make this recipe your own. (I also like adding a bit of mustard powder and chili powder, or even chopped jalapeños, but I got in trouble the last time I did that.)

I also like using a blend of two or more cheeses to give our mac and cheese a bit more depth of flavor. I change it up based on whatever I have on hand, but sharp cheddar is always one of the cheeses. You can add pepperjack cheese for a bit of kick or  even give this recipe a gourmet flair by using cheeses like fontina, gouda, Swiss, etc. Some people like adding cream cheese – if you’d like to try that, just stick to one block and use 3 cups of shredded cheese for the remaining cheese.

As always, I highly recommend tasting your recipe throughout the preparation process so you can correct over- or under-seasoning.

Err on the side of under boiling and under baking the pasta. You want some crunchy golden spots on the cheese topping, but over-baking the pasta will start to make the cheese sauce clumpy and less creamy. Over boiling the pasta beyond el dente will result in a mushy mac and cheese after the final baking.

If you want a bread crumb topping, melt 2 Tablespoons of butter in a skillet and add about 1 cup of bread crumbs to toast until lightly golden before adding to your mac and cheese. I personally love crushing fried onions over my mac and cheese.

If you want to add bacon, cook until just under your preferred level of doneness. Drain on paper towel and then chop before stirring into the mac and cheese before baking.

Why I don’t use eggs in my mac and cheese: while some people will rake me over the coals for this, but I’m not a fan of using an egg custard for the mac and cheese base. Egg custards are often used when not making a roux (the flour-butter mixture we use as a base) to serve as a thickener and binding agent. If the eggs aren’t whisked sufficiently with the other ingredients, it can result in little bits of scrambled eggs throughout your mac and cheese. No, thank you. Egg-based mac and cheeses also usually require a lot more cheese to compensate for the egg custard to make the flavor comparable to the roux version. Stick to the roux method, you’ll be happy that you did.

Tips for Making Ahead:

If you need to prepare this baked mac and cheese ahead of time, I highly recommend waiting to bake it until ready to serve. In my experience, even if I cut the baking time short and just reheat in the oven, the sauce loses some of it’s creaminess. Just assemble, cover with tinfoil and refrigerate until ready to bake.

I also do not recommend pre-boiling your pasta. We want the starch on the pasta noodles to be fresh when we go to coat it with the cheese sauce – which is also why we don’t rinse the pasta. Rinsing the starch off will result in a slippery noodle that the sauce can’t coat as effectively. 

Can you freeze baked mac and cheese? If you are freezing before baking, freeze the cheese sauce on it’s own. Freezing with the pasta will result in a soggy, grainy mac and cheese. Freeze in an airtight freezer container and allow to thaw at room temperature before reheating and mixing with the pasta. (This set of freezer containers is a crazy bargain.)

Check out our quick recipe video to see how to make this Southern Mac and Cheese for yourself and then don’t forget to scroll down to grab your free printable recipe card:

Southern Mac and Cheese Ingredients

Scroll down to the printable recipe card for full measurements.

Tip: I highly recommend shredding your own cheese and skipping the pre-shredded cheeses as they add anti-clumping ingredients that alter how the cheeses melt and can result in a pasty flavor.

Kitchen Tools You May Find Helpful

  • Measuring Cups and Spoons
  • Large Stockpot
  • Large Saucepan
  • Wooden Spoon or Spatula <– I like these spatulas because they are one solid piece and don’t have removable heads for bacteria to get trapped underneath. Plus they are heat-resistant and have a lifetime warranty
  • 9″ x 13″ Casserole Dish <– I love these Pyrex dishes with fitted lids for easy transportation to parties or leftover storage
  • Whisk
  • Cheese Shredder

How to Make Southern Mac and Cheese

Preheat oven to 325ºF.

Grease a 9” x 13” casserole dish. Set aside.

In a large stockpot, melt the butter over medium heat.

Meanwhile, in a separate pot, prepare the macaroni according to package directions, but cook just under your preferred level of doneness to ensure the mac and cheese doesn’t end up overcooked and mushy.

Once the butter is melted, whisk in flour to form a roux (paste). Add the seasoning, to taste.

Whisk in the milk and cream and set heat to medium-high.

Whisk in 3 cups of the cheese and continue whisking as the mixture cooks and thickens.

Drain the pasta but do not rinse.

When the cheese has completely melted into the sauce, pour the sauce over the cooked macaroni.

Fold the macaroni and cheese into the prepared casserole dish.

Top with remaining 1 cup of cheese.

Bake for 25 minutes, or until the cheese on top is browned and completely melted.

Allow the mac and cheese to sit for about 5-10 minutes before serving, so the cheese sauce has time to set up.

Pin this Easy Baked Mac and Cheese recipe:

Creamy, perfectly seasoned Southern Baked Mac and Cheese with a crunchy, golden cheese topping. This homemade baked mac and cheese comes together in 10 minutes and bakes into a luscious mac and cheese that everyone will be begging for second helpings of

Grab your free printable for our Southern Baked Mac and Cheese recipe:

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Yield: 8 servings

Southern Baked Mac and Cheese

Southern Baked Mac and Cheese

Perfect creamy and seasoned baked mac and cheese with a golden, crunchy cheese topping. This Southern-Style baked mac and cheese uses no eggs, just a velvety homemade cheese sauce that takes less than 10 minutes to whip up

Prep Time 5 minutes
Cook Time 35 minutes
Total Time 40 minutes

Ingredients

  • 4 cups uncooked pasta
  • 6 Tablespoons butter
  • 6 Tablespoons flour
  • 1 1/2 cups milk
  • 1/2 cup heavy whipping cream
  • 4 cups shredded cheese (I used a blend of two cheeses)
  • 2 teaspoons salt
  • 1 teaspoon white pepper*
  • 1 teaspoon paprika

Instructions

  1. Preheat oven to 325ºF.
  2. Grease a 9” x 13” casserole dish. Set aside.
  3. In a large stockpot, melt the butter over medium heat.
  4. Meanwhile, in a separate pot, prepare the macaroni according to package directions, but cook just under your preferred level of doneness to ensure the mac and cheese doesn't end up overcooked and mushy.
  5. Once the butter is melted, whisk in flour to form a roux (paste). Add the seasoning, to taste.
  6. Whisk in the milk and cream and set heat to medium-high.
  7. Whisk in 3 cups of the cheese and continue whisking as the mixture cooks and thickens.
  8. Drain the pasta but do not rinse.
  9. When the cheese has completely melted into the sauce, pour the sauce over the cooked macaroni.
  10. Fold the macaroni and cheese into the prepared casserole dish.
  11. Top with remaining 1 cup of cheese.
  12. Bake for 25 minutes, or until the cheese on top is browned and completely melted.
  13. Allow the mac and cheese to sit for about 5-10 minutes before serving, so the cheese sauce has time to set up.

Notes

*Adjust the seasoning to your personal preferences and feel free to swap out our suggested seasonings for your personal favorites. I like amping up the white pepper a bit, ranch seasoning or Italian seasoning would also be delicious for a twist!

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Nutrition Information:

Yield:

8

Serving Size:

1

Amount Per Serving: Calories: 572Total Fat: 35gSaturated Fat: 20gTrans Fat: 1gUnsaturated Fat: 11gCholesterol: 99mgSodium: 997mgCarbohydrates: 44gFiber: 2gSugar: 2gProtein: 22g

Sugar, Spice and Glitter uses an auto-generate nutrition calculator. Nutrition information isn’t always accurate unless analyzed in a scientific lab, so these should be considered more of a guideline than medical information.

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I hope your family loves this decadent mac and cheese recipe – it’s a family favorite around here!

For more delicious pasta recipes, check out our full pasta recipe collection here:

And for more amazing side dishes, check out our full collection of side dish recipes here:

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126 Comments

  1. Hello everyone!
    Tonight I made the homemade cheese and macaroni recipe. It’s divine. The two cheeses put together was just the perfect flavor. I think in the future I’m going to add some green chilies to give it a kick. I made a double batch. A 9×13 pan. It’s about gone. My son will polish the rest of it tomorrow for breakfast. The best part is have leftovers. You still get the same tastes but another opportunity to eat it again. I did add u some onion and garlic powder and that gave it extra flavor. I’m looking forward to try some more if your dishes. So thank you and God bless.

  2. I made this. I added all cheese on hand and 1c whipping cream, 2c milk came out perfectly. I got 2 9×13. So I can wb can a pan.

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  4. I just tried this Southern Baked Mac and Cheese recipe, and it was an absolute hit with my family! The creaminess and cheesy flavor are to die for. I love how easy the video made it to follow along. Thank you for sharing such a delicious comfort food recipe!

  5. It’s interesting how you recommend not pre-boiling the pasta when making ahead. I usually do, thinking it would save time, but your point about keeping the starch on the noodles for better sauce adherence makes a lot of sense. I’ll definitely try it your way next time.

  6. It’s interesting how you approach the pasta preparation, especially the point about not rinsing the pasta. I’ve always rinsed mine out of habit, but your explanation about the starch helping the sauce coat the noodles makes a lot of sense. I’m definitely going to try it your way next time for that ultimate creaminess!

  7. I really appreciate the note about shredding your own cheese. It’s often overlooked, but pre-shredded cheese can definitely mess with the texture and melt, especially in a dish like mac and cheese where creaminess is key. That small detail can make all the difference!

  8. It’s interesting how you specifically advise against using eggs in mac and cheese, explaining that an egg custard can lead to “little bits of scrambled eggs” if not whisked properly. That’s a great tip for maintaining a smooth, creamy texture.

  9. It’s interesting how you mentioned that over-boiling the pasta will result in a mushy mac and cheese after the final baking. I’ve definitely made that mistake before, so this is a great tip to keep in mind! The whole article was a great read. I’ll have to keep it in mind next time I’m cooking. https://sprunki.one

  10. This version really nails that classic Southern comfort feel—the rich, homemade cheese sauce and that golden baked top make such a difference compared to quick stovetop versions, especially since it skips shortcuts and builds flavor from scratch . I also like how flexible it is with different cheeses and seasonings, which makes it easy to personalize, and it kind of reflects that same simple, creative approach I’ve come across on https://zdarmaomalovanky.com/, just in a completely different (but still relaxing) way.

  11. This mac and cheese looks absolutely divine! I totally agree about avoiding the blue box shortcuts; homemade is always worth the effort. I’m excited to try your cheese blend suggestions, maybe I’ll play a fun game on Cheat or Repeat while it bakes!

  12. This looks absolutely delicious! I’ve been looking for a really good, classic Southern mac and cheese recipe. The video is a great addition too, makes it so much easier to follow along. Can’t wait to try this out for our next family dinner. Thanks for sharing!

  13. This looks absolutely incredible! I’ve always loved mac and cheese, but I’ve never tried it baked in the Southern style before. The creamy texture in the video is making my mouth water. I’m definitely going to have to give this recipe a try soon. Thanks for sharing!

  14. This looks absolutely delicious! I’ve been searching for a truly authentic Southern mac and cheese recipe, and yours seems to hit all the right notes. I can practically smell the cheesy goodness just from the pictures. I’ll definitely be giving this a try this weekend – fingers crossed it turns out half as good as yours looks! Thanks for sharing.

  15. This Southern Baked Mac and Cheese looks absolutely divine! I totally agree that a good, creamy cheese sauce is essential, and nothing beats that crunchy topping. Can’t wait to try this recipe for some serious comfort food.

  16. I agree! The recipe looks amazing and the photos make it even more tempting. I hope it turns out great for you this weekend. Sometimes presentation makes all the difference—whether it’s food photography or creative text styles like letras bonitas para copiar y pegar that help content stand out online.

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  19. Man, your warning about overcooking the pasta is spot on; mushy noodles are a tragedy! It makes me think that maybe if I were trying to get some cool visual textures for different food concepts, I’d play around with an i2i ai generator instead of just relying on my oven timer. What do you guys usually use as a substitute topping if the bread crumbs aren’t available?

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