Pull Up a Chair—Let’s Talk Mac and Cheese
Alright, I know everyone thinks their baked mac is the best, but let me tell you, when I first tried Southern Baked Mac and Cheese at my Aunt Margie’s old house down in Mississippi, I basically went back for thirds before my cousin Jimmy even found the serving spoon. I’ve been tinkering with the recipe ever since. There was that one Thanksgiving I dropped the whole pan upside down (the dogs had a real party), but mostly it’s just comfort food magic. I mean, who doesn’t love a bubbling dish of cheese and noodles that can bring a whole crew to the table faster than you can say “supper’s ready!”
Why I Keep Making This (Besides the Cheese, Duh)
I make this when my day’s been a bit much (or the weather’s doing that sticky Southern thing). My family goes a little wild for it—sometimes I think it’s just because it’s the only time I let them eat this much cheese without a side-eye. Honestly, I used to get so grumpy when the cheese wouldn’t melt right, but now I just roll with it. (Pro tip: don’t use pre-shredded cheese if you can help it; it’s coated in some kinda weird powder.) Oh, and it makes for a killer midnight snack—just sayin’.
Gather These Ingredients (But Don’t Sweat the Details)
- 16 oz elbow macaroni (sometimes I use shells, especially if elbows are MIA—no one’s called me out yet)
- 2 1/2 cups sharp cheddar cheese, shredded (honestly, any cheddar will do, but Cabot’s extra sharp is my favorite)
- 1 cup Colby Jack, shredded (my grandmother swore by Kraft, but I just grab what’s on sale)
- 1 cup Monterey Jack, shredded (or pepper jack if I want a little kick)
- 1/2 cup whole milk (I’ve used 2% in a pinch—or even evaporated milk, but it’s a bit sweeter)
- 1/2 cup heavy cream (I just eyeball it sometimes, not gonna lie)
- 2 eggs (sometimes I skip these if I run out; the mac is just a tad less firm)
- 4 tbsp salted butter (I never measure exactly—some days I just cut off a hunk)
- 1/2 tsp garlic powder
- 1/2 tsp onion powder
- 1/2 tsp smoked paprika (but sweet paprika works okay too)
- 1/2 tsp salt (plus more to taste—I like things a bit salty, you do you)
- 1/4 tsp black pepper
- 1/2 cup sour cream (optional, but it makes it crazy creamy)
- Panko breadcrumbs or crushed Ritz crackers for topping (Ritz are more old-school, but panko gets crispier)
How I Actually Make This Thing
- First, preheat your oven to 350°F (about 180°C). Don’t forget, like I did last week, or you’ll be waiting around for ages.
- Boil the macaroni in super-salty water until it’s just barely al dente—don’t cook it to mush or you’ll regret it later. Drain and throw in a dab of butter so it doesn’t stick. Sometimes I forget and it’s fine, just a little stickier.
- Grab a big bowl and whisk together the milk, cream, eggs, garlic powder, onion powder, paprika, salt, and pepper. If you’re using sour cream, now’s the time. (This is where I get interrupted by the cat, every single time.)
- Add in about two-thirds of your shredded cheese mix. Give it a stir—it’ll look weird, like a cheese swamp, but that’s totally normal at this stage.
- Dump the noodles in, mix it all together, and pour it into a greased 9×13-inch baking dish. (If you only have a round casserole, that works too, it just might bubble over a tad. Learned that one the hard way.)
- Sprinkle the rest of the cheese and your chosen topping (panko or crackers) over the top. I get a little heavy-handed here—no shame.
- Bake uncovered for 35-40 minutes, or until it’s golden and bubbly around the edges. This is when my kitchen smells like pure happiness. Let it cool for at least 10 minutes. If you can wait that long. I never do.
Notes From My Many Mishaps
- Don’t overbake it. I got distracted by a phone call once and it turned into cheesy cement.
- If you want those crispy edges—just use a bigger, shallower pan. (Or the broiler for a minute, but watch it like a hawk!)
- Actually, I find it works better if you let the mac rest before scooping—it holds together way prettier.
All the Ways I’ve Messed With This Recipe
- Tried tossing in bacon bits once—it was epic.
- Added jalapeños for a spicy version, but it made my niece cry. (Lesson learned: label the spicy one!)
- Used gluten-free noodles for a friend, and—honestly—it was a bit mushy. Maybe I overcooked them?
- Sneaked in some broccoli once to feel better about myself. My kids ate around it. Points for effort?
Don’t Sweat the Gear
I always use my ancient glass casserole, but I’ve totally made this in a disposable foil pan for potlucks. No 9×13? Just use whatever oven-safe thing you’ve got, but maybe put a baking sheet underneath in case it bubbles over. Oh, and a box grater for cheese is great, but pre-shredded is faster if you’re in a rush (just not as creamy, in my humble opinion).

Storing Leftovers (Theoretically)
Supposedly, you can keep leftovers in the fridge for about 3 days, covered up tight. But, honestly, in my house it never lasts more than a day! If you need to reheat, cover with foil and do it slow in the oven so it doesn’t dry out. Microwave works, too—just add a splash of milk and cross your fingers.
Serving Suggestions—Or, What I Like to Pair It With
I nearly always serve this with BBQ chicken or fried catfish (it’s a Southern thing); collard greens on the side if I’m feeling fancy. Sometimes just a salad and some sweet tea does the trick. My cousin likes it with hot sauce, but that’s up to you.
Hard-Earned Pro Tips (AKA Learn From Me!)
- I once tried rushing the baking step and just cranked up the oven—nope. Ended up with burnt edges and raw middle. Don’t do it.
- Resist the urge to dump in more cheese than listed. It can get greasy. Trust me, more is not always better here.
- If you use a different pasta shape, make sure it’s something sturdy—no angel hair, please.
FAQ: Burning Questions About Southern Baked Mac and Cheese
- Can I freeze it? Absolutely—though it’s a little grainy when reheated. If you must, freeze before baking for best results.
- Why is my cheese sauce kinda gritty? Happens to the best of us! Usually means the cheese got too hot or you used pre-shredded. Next time, stir slower and keep the heat low.
- Do I have to use eggs? Nope! It’ll be a bit looser but still tasty. Some folks say it’s not true Southern-style without ‘em, but I’m not the food police.
- Can I make this vegan? I’ve seen people do it with cashew cheese and almond milk. Did I love it? Hmm… I’ll stick to the dairy, but you do you!
Just one last thing—I picked up a few cheesy tricks over at Serious Eats if you want to get nerdy about it. And if you’re looking for more Southern comfort food, I sometimes browse Southern Living’s collection (their photos are fancier than mine, but my mac disappears faster!).
Alright, that’s all I got for ya. Let me know if you try it, or if you have any weird ingredient swaps I should know about—I’m always up for a new experiment (unless it involves cottage cheese; learned that the hard way… yikes).
Ingredients
- 3 cups elbow macaroni, uncooked
- 2 cups sharp cheddar cheese, shredded
- 1 cup mozzarella cheese, shredded
- 1 cup whole milk
- 1/2 cup heavy cream
- 1/4 cup unsalted butter, melted
- 2 large eggs
- 1 teaspoon salt
- 1/2 teaspoon black pepper
- 1/2 teaspoon paprika
- 1/2 cup panko breadcrumbs (optional, for topping)
Instructions
-
1Preheat oven to 350°F (175°C). Grease a 9×13-inch baking dish.
-
2Cook the elbow macaroni according to package instructions until al dente. Drain and set aside.
-
3In a large bowl, whisk together milk, heavy cream, melted butter, eggs, salt, pepper, and paprika.
-
4Add cooked macaroni and most of the shredded cheeses to the bowl. Mix until well combined.
-
5Pour the mixture into the prepared baking dish. Top with remaining cheeses and panko breadcrumbs if using.
-
6Bake for 30-35 minutes or until the top is golden and bubbly. Let cool slightly before serving.
Approximate Information for One Serving
Nutrition Disclaimers
Number of total servings shown is approximate. Actual number of servings will depend on your preferred portion sizes.
Nutritional values shown are general guidelines and reflect information for 1 serving using the ingredients listed, not including any optional ingredients. Actual macros may vary slightly depending on specific brands and types of ingredients used.
To determine the weight of one serving, prepare the recipe as instructed. Weigh the finished recipe, then divide the weight of the finished recipe (not including the weight of the container the food is in) by the desired number of servings. Result will be the weight of one serving.
Did you make this recipe?
Please consider Pinning it!!