Southern Mac and Cheese

Quick answer

Boil 1 lb of elbow macaroni just shy of tender, whisk a sauce of butter, evaporated milk, beaten eggs, mustard and spices, fold in sharp cheddar, Monterey Jack and Parmesan, then bake at 375 degrees for 30 to 35 minutes until bubbly and golden.

Baked southern mac and cheese in a white casserole dish with a golden crispy cheese top, on a light table

Southern Mac and Cheese is the side dish that starts friendly arguments at Thanksgiving. A baked custard style classic with sharp cheddar, Monterey Jack and Parmesan folded through elbow macaroni in a rich evaporated milk custard, finished with a deeply golden, crispy cheese top. It feeds a crowd from one 9x13 pan, it reheats beautifully, and it assembles a full day ahead.

Why you’ll love it

  • True Southern custard style, rich, sliceable and deeply cheesy, not soupy.
  • Three cheeses for depth, sharp cheddar bite, Monterey Jack melt and Parmesan savoriness.
  • One 9x13 pan feeds 12, built for a holiday crowd.
  • Assembles a full day ahead, so Thanksgiving day is just a hot oven.
  • That golden, crispy top is the bite everyone reaches for first.

Ingredient notes

The three cheeses: sharp cheddar brings the bite, Monterey Jack brings the creamy melt, and Parmesan brings the savory depth. Shred block cheese fresh, since bagged shredded cheese carries anti clumping starch that turns the sauce grainy. This is the one step worth the extra five minutes.

Evaporated milk: the Southern secret. It is creamier and more stable than regular milk, and it gives the custard its signature richness without any heaviness. Do not swap in sweetened condensed milk by mistake, they sit side by side on the shelf.

Eggs: the binder that makes it custard style. Two beaten eggs whisked into the warm sauce set gently in the oven, so the finished dish slices into clean squares instead of scooping like loose pasta.

Mustard powder and paprika: the quiet seasonings. Mustard powder sharpens the cheese flavor without tasting like mustard, and paprika gives the top its gorgeous color. A little extra paprika dusted on the cheese topping is what makes it look like the picture.

Elbow macaroni: cooked 1 minute shy of al dente, since it keeps cooking in the oven. Well salted pasta water seasons every bite from the inside out.

The custard and rest rule that makes or breaks it

Two rules decide this dish, and both are about patience. First, melt the cheese off the heat. Once the milk mixture is steaming, take the pan off the burner before whisking in the cheese. Boiling cheese sauce splits and turns grainy, while gentle residual heat melts it silky. Second, rest the baked pan for 10 minutes before serving. Cut straight from the oven it runs loose, while the rested custard sets and slices into clean, creamy squares that hold their shape on the plate. Pull the pan when the top is golden and bubbling at the edges, since an extra 10 minutes in the oven is what turns creamy into dry.

Variations

  • Crumb topping: toss 1 cup of panko with 2 tablespoons of melted butter and scatter over the cheese before baking for an extra crunchy lid.
  • Smoky bacon: fold 6 slices of crumbled cooked bacon into the pasta before baking. It is not traditional for every table, but the crowd loves it.
  • Lobster mac: fold in 1 cup of chopped cooked lobster with the pasta for a holiday worthy luxury version.
  • Spicy kick: add 1/2 teaspoon of cayenne to the sauce and a diced jalapeno to the pasta for a version with real warmth.

What we learned testing it

  • Block cheese shredded fresh beat bagged shredded cheese clearly. The bagged batch melted into a slightly grainy sauce, while the fresh shredded batch went completely silky.
  • The egg binder is what makes it sliceable. A test batch without eggs tasted fine but ate like loose creamy pasta, while the egg version cut into clean, custardy squares.
  • The 10 minute rest matters more than it sounds. Cut straight from the oven it ran a little loose, while the rested pan sliced cleanly and held its shape on the plate.

Read how we test recipes.

Southern Mac and Cheese

Makes One 9x13 inch pan (about 12 servings) · 1 hr 5 min total · Easy

Ingredients

Equipment

Large pot · Colander · Large saucepan · Whisk · 9x13 inch baking dish

Instructions

  1. Boil the macaroni just shy of tender

    Bring a large pot of well salted water to a rolling boil and cook the elbow macaroni 1 minute less than the package says for al dente. It will finish cooking in the oven, so slightly firm is exactly right. Drain well and return the pasta to the warm pot while you make the sauce.

    Elbow macaroni boiling in a large pot of bubbling salted water, with steam rising
  2. Whisk the creamy cheese sauce

    In a large saucepan over medium heat, melt the butter, then whisk in the evaporated milk, whole milk, beaten eggs, mustard powder, paprika, salt and pepper until smooth and just starting to steam. Take it off the heat and whisk in 2 cups of the cheddar, all of the Monterey Jack and the Parmesan until melted and glossy.

    Creamy cheese sauce being whisked smooth in a saucepan, with melted cheddar swirling in
  3. Combine pasta and sauce in the baking dish

    Pour the cheese sauce over the drained macaroni and fold gently until every elbow is coated. Spread the mixture into a buttered 9x13 inch baking dish, then scatter the remaining 1 cup of cheddar over the top and dust with a little extra paprika for that golden crust.

    Cooked macaroni being folded with creamy cheese sauce in a large baking dish, topped with shredded cheddar
  4. Bake until bubbly and golden

    Bake at 375 degrees for 30 to 35 minutes, until the top is deeply golden and the edges are bubbling. Let the pan rest 10 minutes before serving so the custard sets and slices cleanly. Serve hot, straight from the dish, while the top is still crisp.

    Baked southern mac and cheese in a casserole dish with a bubbling golden brown cheese crust

Notes

  • This is custard style Southern mac and cheese, the baked kind with eggs and evaporated milk, not a stovetop roux version. The eggs set into a rich, sliceable custard around the pasta.
  • Shred your own cheese. Bagged shredded cheese is coated to prevent clumping, and that coating keeps it from melting into a truly smooth sauce.
  • Do not overbake. Pull the pan when the top is golden and the edges bubble. An extra 10 minutes turns creamy custard into dry and grainy.
  • Assemble it a day ahead for Thanksgiving. Build the dish, cover and refrigerate, then bake straight from the fridge adding about 10 minutes. One less thing to cook on the big day.

Nutrition per serving

Nutrition information is being calculated.

Recipe by Emily Carter

Substitutions

Evaporated milk
Use 1 1/2 cups of half and half instead. The sauce will be a little less rich and silky, but still creamy and delicious.
Monterey Jack
Use Colby, fontina or more cheddar. Any good melting cheese works, so use what your store has.
Elbow macaroni
Use shells, cavatappi or penne. Short shapes with ridges or hollows hold the sauce best, and a gluten free short pasta works too.

Storage and make-ahead

Cool leftovers to room temperature, then cover tightly and refrigerate up to 4 days. Reheat covered at 350 degrees for about 20 minutes, with a splash of milk stirred in to bring back the creaminess. The baked pan also freezes well up to 2 months; thaw overnight in the fridge before reheating.

Frequently asked questions

What makes this Southern mac and cheese instead of regular mac and cheese?

The Southern style is baked custard style, with beaten eggs and evaporated milk setting into a rich, sliceable custard around the pasta, plus a deeply golden cheese crust on top. Stovetop versions skip the eggs and the bake.

Can I make southern mac and cheese ahead for Thanksgiving?

Yes, it is one of the best make ahead sides. Assemble the full dish, cover and refrigerate up to 1 day, then bake straight from the fridge adding about 10 minutes. The custard actually sets up even better.

Why is my mac and cheese grainy?

Grainy sauce usually comes from bagged shredded cheese, which has anti clumping starch, or from overheating the sauce. Shred block cheese fresh, melt it off the heat, and never let the sauce boil.

Can I freeze baked mac and cheese?

Yes. Cool the baked pan completely, wrap tightly and freeze up to 2 months. Thaw overnight in the fridge, then reheat covered at 350 degrees with a splash of milk until hot through.

Do I have to use three cheeses?

The trio is what gives the depth, sharp cheddar for bite, Monterey Jack for melt and Parmesan for savoriness. You can use all cheddar in a pinch, but the blend is worth it for a holiday table.

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