Every Sunday after church, the smell of baked macaroni and cheese drifted out of Grandma’s kitchen long before we even made it up the porch steps. The air was warm with butter and a hint of onion powder, and she always had that big blue casserole dish sitting on the counter, edges bubbling gold. While we kids chased each other around the yard, Grandma would lift the foil and give it one last stir before topping it with an extra handful of cheddar — “for good measure,” she’d say with a wink.
Her mac and cheese wasn’t fancy. There was no roux, no layers of gourmet cheeses — just milk, eggs, and a mountain of sharp cheddar baked until creamy inside and crispy on top. The crust crackled when her spoon broke through it, revealing silky macaroni bathed in rich, buttery sauce. Every bite tasted like home and patience.
To this day, when I crave real comfort, I make it exactly the way Grandma did: simple, golden, and overflowing with love. It’s the kind of dish that belongs on the table beside fried chicken, collard greens, and sweet tea — where everyone gathers close, passes plates, and lingers a little longer after dinner. Let’s make it together, just like she did.
Ingredients:
For this Southern-style oven-baked mac and cheese, you’ll need simple staples you probably already have in your pantry. No complicated roux, no fuss — just rich, creamy goodness the way Grandma made it.
4 cups (450 g) elbow macaroni, uncooked
8 tablespoons (113 g) unsalted butter, softened
2 large eggs, lightly beaten
1 teaspoon onion powder
3 cups (720 ml) whole milk
2 cups (200 g) shredded mozzarella cheese
4 cups (400 g) shredded sharp cheddar cheese, divided
1 teaspoon salt
1 teaspoon black pepper, freshly ground
💡 Tip: Use freshly shredded cheese instead of pre-packaged — it melts creamier and gives that signature “pull.”
Instructions:
Step 1 — Preheat the oven
Preheat your oven to 350°F (175°C). Grease a 9×13-inch (23×33 cm) baking dish generously with butter or nonstick spray.
Step 2 — Cook the macaroni
Bring a large pot of salted water to a boil. Add the macaroni and cook it for 2 minutes less than the package instructions (usually about 6 minutes). The pasta should be al dente, because it’ll continue cooking in the oven. Drain well and set aside.
Step 3 — Mix everything together
In your greased baking dish, add the warm macaroni, softened butter, onion powder, salt, pepper, mozzarella, milk, and 3 cups (300 g) of cheddar cheese. Stir gently until the macaroni is evenly coated and the butter begins to melt into the mix.
Step 4 — Add the eggs
In a small bowl, beat the eggs, then stir them into the cheesy macaroni mixture. The eggs help bind the ingredients and give that custardy, creamy texture that makes this recipe so comforting.
Step 5 — Bake covered
Cover the baking dish with lightly greased aluminum foil and bake for 40–45 minutes. This helps the inside stay rich and creamy while the flavors blend beautifully.
Step 6 — Finish and bake again
Remove the foil, stir gently to redistribute the cheese, and sprinkle the remaining 1 cup (100 g) of cheddar evenly over the top. Bake uncovered for another 15 minutes, or until golden and bubbling around the edges.
Step 7 — Rest before serving
Let the casserole rest for 10 minutes before serving. This step helps everything set perfectly, ensuring each spoonful stays creamy inside with a buttery, crispy top.
Pro Tips & Variations:
1. Use freshly shredded cheese.
Pre-shredded cheese contains anti-caking agents that make it harder to melt smoothly. Grating your own cheddar and mozzarella gives you that luscious, velvety pull Grandma’s version always had.
2. Choose the right pasta shape.
Elbow macaroni is traditional, but cavatappi or small shells catch the sauce beautifully too. Just be sure to undercook slightly so they hold up during baking.
3. Don’t skip the eggs.
They create the signature “set custard” texture that makes old-fashioned mac and cheese so different from the stovetop kind. If you prefer extra creaminess, you can use one egg instead of two for a looser texture.
4. Try a cheese blend.
For a deeper, more complex flavor, mix half sharp cheddar with colby jack, Monterey Jack, or even a touch of smoked gouda. Each adds its own note of richness without losing that homey taste.
5. Add a buttery topping.
If you love a crispy crust, combine 1 cup of crushed buttery crackers (like Ritz) with 2 tablespoons melted butter and sprinkle over the top for the final 15 minutes of baking. It adds crunch and color that’s just irresistible.
6. Flavor twist ideas.
A pinch of paprika, a dash of garlic powder, or even a few drops of hot sauce stirred into the milk mixture gives this dish a subtle Southern kick while keeping it true to Grandma’s roots.
Southern Serving Ideas:
At Grandma’s table, mac and cheese was never lonely. It was always the shining side dish beside the main course — sometimes the star of the show itself.
Fried Chicken: Crispy golden chicken pairs perfectly with the creamy cheese and soft pasta.
Collard Greens: Their earthy flavor cuts through the richness beautifully.
Buttermilk Cornbread: Slightly sweet, crumbly, and perfect for soaking up any melted cheese left on the plate.
Sweet Tea: Cold, sweet, and comforting — no Southern dinner is complete without it.
Sunday Extras: Add baked beans, mashed potatoes, or candied yams for a full church-supper spread.
💬 Serve it family-style right from the baking dish, just like Grandma did — everyone gathered close, spoons clinking, laughter filling the kitchen.
Storage & Reheating:
To store:
Let your mac and cheese cool completely, then cover the baking dish tightly with foil or transfer leftovers into an airtight container. Refrigerate for up to 4 days.
To freeze:
This recipe freezes beautifully! Wrap cooled portions in foil or place them in freezer-safe containers. It’ll keep well for up to 2 months. When ready to enjoy, thaw overnight in the fridge.
To reheat:
Oven method (best texture): Cover with foil and bake at 325°F (160°C) for about 20 minutes, or until warmed through. Add a splash of milk to restore creaminess.
Microwave method: For a quick lunch, heat individual servings on medium power with a teaspoon of milk per portion. Stir halfway through heating.
Tip: Reheat only what you need. Each warm-up slightly thickens the sauce, so smaller batches keep that fresh-from-the-oven flavor and texture.
Nutrition Information (Per Serving)
Serves 8
Nutrient Amount
Calories ~495 kcal
Protein 21 g
Carbohydrates 36 g
Fat 28 g
Saturated Fat 17 g
Cholesterol 130 mg
Sodium 520 mg
Sugar 4 g
Calcium 480 mg
Iron 1.2 mg
Note: Nutrition values are approximate and will vary based on cheese type and portion size.
Frequently Asked Questions:
Can I make this ahead of time?
Yes. Assemble (through Step 4), cover tightly, and refrigerate up to 24 hours. Bake as directed, adding 5–10 extra minutes if it’s cold from the fridge.
Can I freeze baked mac and cheese?
Absolutely. Cool completely, wrap well, and freeze up to 2 months. Thaw overnight in the fridge, then reheat covered at 325°F with a splash of milk.
How do I make it creamier?
Use whole milk, don’t overbake, and let it rest 10 minutes. For extra richness, swap 1 cup milk for 1 cup evaporated milk or stir in 2–3 oz cream cheese.
Do I have to use eggs?
Eggs create that classic “set custard” texture. You can skip them for a looser, saucier mac and cheese—just know it won’t slice as neatly.
What cheeses work best?
Sharp cheddar for flavor + mozzarella or Monterey Jack for melt. You can add a little Colby Jack or smoked gouda for depth.
Can I use gluten-free pasta?
Yes—cook it 1–2 minutes less than al dente, drain well, and bake as directed. Gluten-free elbows or shells work best.
What’s a good crunchy topping?
Mix 1 cup crushed buttery crackers (or panko) with 2 Tbsp melted butter. Sprinkle on for the last 15 minutes of baking.
Can I use evaporated milk?
Yes—replace 1 cup of the milk with evaporated milk for a silkier, slightly richer sauce (great for holidays).
How do I keep leftovers from drying out?
When reheating, cover and add 1–2 Tbsp milk per serving. Warm gently until just heated through.
What should I serve it with?
Southern classics: fried chicken, collard greens, buttermilk cornbread, and sweet tea. Pure Sunday comfort.