Southern-Style Baked Macaroni and Cheese Recipe

My Southern baked mac and cheese skips the traditional roux for a simpler, creamier result. It’s rich, cheesy, and perfect for holiday spreads, potlucks, or a comforting Sunday supper.

You might also enjoy my mac and cheese with ham and hamburger corn casserole.

Fork holding up Southern mac and cheese.

Why You’ll Love It

This baked mac and cheese is classic comfort food: custardy in the center, cheesy at the edges, and deeply satisfying. It combines three cheeses for great flavor and uses sour cream and evaporated milk to boost creaminess without fuss.

No roux, no flour — just straightforward steps. Mix cooked pasta with butter and cheese, whisk together a simple egg-and-milk custard, combine everything, and bake until bubbly and golden on top.

It pairs beautifully with BBQ ribs or fried chicken, but it’s also filling enough to stand on its own as a main dish. If you like Southern-style mac and cheese with a thick, custardy texture, this recipe delivers.

Overhead view of macaroni in a cheesy custard sauce.

How to Make Southern Baked Macaroni and Cheese

Preheat oven to 350°F and grease a 9×13-inch baking dish.

Cook the elbow macaroni in salted water until just shy of al dente — about 1–2 minutes less than package directions — then drain thoroughly.

Toss the hot pasta with melted butter, then stir in most of the shredded cheddar and Monterey Jack along with the cubed Velveeta. Mix until the cheeses begin to melt and coat the noodles.

Elbow noodles, cheese, and butter in a pan.
Macaroni noodles stirred with different types of cheese.

Whisk together eggs, evaporated milk, whole milk, sour cream, and the seasonings in a separate bowl. Pour this custard into the cheesy pasta and stir until evenly combined.

Eggs, milk, spices, and sour cream in a bowl.
Elbow noodles mixed with cheesy custard.

Spoon the mixture into the prepared pan and sprinkle the remaining cheddar and Monterey Jack over the top.

Bake 30–35 minutes, until the edges are bubbling and the center is set but still creamy. For a deeper golden top, broil 1–2 minutes at the end — watch closely to avoid burning.

Unbaked mac and cheese in a pan
Shredded cheese added to a pan of macaroni.

Let the casserole rest 10 minutes before serving. This brief rest helps it set while keeping the interior creamy and scoopable.

Quick Tip

The best texture is right after the 10-minute rest: creamy and easy to scoop. If it cools further, it firms up and can be cut into squares for serving or reheating.

Overhead view of a plate of creamy mac and cheese.

Serving Options

This baked mac and cheese works as a hearty Thanksgiving side or a star alongside flounder, mahi mahi, or a low country boil. It’s versatile enough to complement many main dishes.

How to Store Leftovers

Store leftovers in an airtight container in the refrigerator for 3 to 4 days. Reheat gently in the microwave or oven, adding a splash of milk if it seems dry to restore creaminess.

More Side Dish Recipes

  • Sweet Potato Casserole
  • Mashed Cauliflower
  • Sautéed Broccoli
  • Homemade Creamed Corn

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Scoops of macaroni and cheese on a plate.

Southern Baked Mac and Cheese Recipe

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Author: Kim Vargo
Prep Time: 15
Cook Time: 37
Cool Time: 10
Total Time: 1 2
Servings: 8 Servings

What You’ll Need

  • 12 ounces elbow macaroni
  • ¼ cup unsalted butter, melted
  • 3 cups shredded sharp cheddar cheese, divided
  • 1 cup shredded Monterey Jack cheese, divided
  • 4 ounces Velveeta, cubed
  • 2 large eggs, room temperature
  • 12 ounces evaporated milk
  • ¾ cup whole milk, room temperature
  • ½ cup sour cream, room temperature
  • 1 teaspoon salt
  • ½ teaspoon paprika
  • ½ teaspoon ground mustard
  • ½ teaspoon garlic powder
  • ¼ teaspoon black pepper

How to Make It

 

  • Heat oven to 350°F and grease a 9×13-inch baking dish.
  • Cook the macaroni in salted water until just under al dente, about 1–2 minutes less than package directions; drain well.
  • Toss hot pasta with melted butter, then stir in 2 ½ cups cheddar, ½ cup Monterey Jack, and the cubed Velveeta until the mixture is well coated.
  • In a large bowl, whisk eggs, evaporated milk, whole milk, sour cream, salt, pepper, paprika, dry mustard, and garlic powder until smooth.
  • Stir the custard into the cheesy pasta, pour into the prepared dish, and top with the remaining ½ cup cheddar and ½ cup Monterey Jack.
  • Bake 30–35 minutes until edges are set and bubbling and the center is creamy. Broil 1–2 minutes at the end if desired for a darker crust.
  • Let stand 10 minutes to set, then serve warm.

Suggested Equipment

  • Soup Pot
  • 9×13-Inch Dish

Notes

  • The calories shown are estimates based on the ingredients and a 1.5-cup serving; actual values may vary.
  • If you prefer not to use Velveeta, substitute American cheese or 2 ounces of softened cream cheese plus an extra ½ cup shredded cheddar.
  • Store any leftovers in the refrigerator for 3–4 days.

Nutrition

Serving: 1.5cups
Calories: 582kcal
Carbohydrates: 41g
Protein: 27g
Fat: 34g
Saturated Fat: 20g
Sodium: 955mg

Meet Kim

Hi, I’m Kim Vargo! I love making scratch-made desserts and classic dinners that bring back a little nostalgia. Whether it’s a stovetop meal or a simple pasta bake, I’m all about good food made without the extra fuss.

More about Kim
Kim in a gray shirt.