This Southern Baked Mac and Cheese is creamy, cheesy, and oh-so-comforting! It’s made with pasta and a rich cheese sauce that gives it that homey feel we all love.
Every bite is like a warm hug. I can’t resist sneaking a scoop while it’s still bubbling in the oven—so good! It’s the perfect side for family gatherings or a cozy night in.
Key Ingredients & Substitutions
Elbow Macaroni: This classic pasta shape holds sauce nicely. If you don’t have elbow macaroni, try cavatappi or rotini for a fun twist!
Sharp Cheddar Cheese: The star of this dish! I love using sharp cheddar for its strong flavor. If you’re looking for milder cheese, try medium cheddar or a blend with Monterey Jack.
Milk and Heavy Cream: This combo makes the sauce rich and creamy. You can swap heavy cream for more milk if you’re watching calories, but the texture will be less indulgent.
Butter: Unsalted butter is preferred so you can control the saltiness. Ghee or olive oil are good substitutes if you’re lactose intolerant.
Panko Breadcrumbs: These give a nice crunch! Regular breadcrumbs work too, but panko typically stays crispier. For a gluten-free option, use crushed gluten-free crackers.
How Do I Make Sure My Cheese Sauce is Smooth?
A common challenge is getting a picture-perfect cheese sauce without lumps. Here’s how to nail it:
- Start with a roux by mixing equal parts butter and flour. Cook it a bit to remove the raw flour taste.
- Gradually whisk in the milk and cream. Keep stirring constantly to avoid lumps forming. Patience is key!
- When the sauce thickens, lower the heat before adding cheese. Melt it in slowly, stirring until smooth.
- If it’s too thick, add a splash of milk to get the desired consistency. This way, you’ll have a creamy sauce that coats the macaroni perfectly!

Southern Baked Mac And Cheese
Ingredients You’ll Need:
For the Mac and Cheese:
- 1 lb elbow macaroni
- 4 cups sharp cheddar cheese, shredded (divided)
- 2 cups whole milk
- 1 cup heavy cream
- 1/2 cup unsalted butter (1 stick)
- 1/2 cup all-purpose flour
- 1 tsp salt
- 1/2 tsp black pepper
- 1/2 tsp garlic powder (optional)
- 1/2 tsp smoked paprika (optional)
- 1/2 tsp mustard powder (optional)
For the Topping:
- 1 cup Parmesan cheese, shredded
- 1 cup panko breadcrumbs
How Much Time Will You Need?
This delicious Southern Baked Mac and Cheese takes about 15 minutes to prep and around 30 minutes to bake. Make sure to let it cool for about 5-10 minutes before diving in, allowing it to set beautifully!
Step-by-Step Instructions:
1. Preheat the Oven:
Start by preheating your oven to 350°F (175°C). While it’s heating up, grease a 9×13 inch baking dish to prevent sticking.
2. Cook the Macaroni:
Bring a large pot of salted water to a boil. Add the elbow macaroni and cook according to the package instructions until al dente (firm but cooked). Drain and set aside.
3. Make the Cheese Sauce:
In a large saucepan over medium heat, melt the butter. Once melted, whisk in the flour to create a roux, cooking it for about 2 minutes. This step is important to avoid lumps and remove any raw flour taste.
4. Add Milk and Cream:
Slowly whisk in the milk and cream, stirring constantly until the mixture thickens and becomes smooth, which should take about 5-7 minutes.
5. Stir in the Cheese:
Lower the heat and gradually add 3 cups of the shredded cheddar cheese along with the salt, black pepper, garlic powder, smoked paprika, and mustard powder. Stir until melted and smooth.
6. Combine with Pasta:
Once the cheese sauce is ready, remove it from heat and gently fold in the cooked macaroni, ensuring every piece is coated in that delicious cheese sauce.
7. Assemble and Top:
Pour the macaroni and cheese mixture into the greased baking dish. Sprinkle the remaining 1 cup of cheddar cheese, along with Parmesan and panko breadcrumbs evenly on top.
8. Bake:
Bake uncovered in your preheated oven for 25-30 minutes, or until the top is a lovely golden brown and bubbly. For additional crunch, feel free to broil for 2-3 minutes at the end, but keep a close eye on it!
9. Serve and Enjoy:
Let your Southern Baked Mac and Cheese rest for about 5-10 minutes before serving. This will help it set and make for easier serving. Enjoy this comforting dish with family and friends!
Can I Use Different Types of Pasta?
Absolutely! While elbow macaroni is classic, you can use any short pasta like cavatappi, penne, or fusilli. Just make sure to adjust the cooking time as needed.
How Can I Make This Recipe Ahead of Time?
You can prepare the mac and cheese ahead of time by making the cheese sauce and mixing it with the pasta. Store it covered in the fridge for up to 2 days. When ready to bake, simply add breadcrumbs and cheese on top before baking as directed.
What’s the Best Way to Reheat Leftovers?
To reheat, place leftovers in an oven-safe dish and cover with foil. Heat in a preheated oven at 350°F (175°C) for about 15-20 minutes or until warmed through. You can add a splash of milk to keep it creamy!
Can I Freeze Baked Mac and Cheese?
Yes, you can freeze it! After baking, let it cool completely, then store it in an airtight container. It will keep well in the freezer for up to 2-3 months. Thaw it in the fridge overnight before reheating in the oven.



