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southern baked Mac and cheese in baking dish with gold serving spoon

Southern Baked Mac and Cheese

  • Author: Quin Liburd
  • Prep Time: 20 minutes
  • Cook Time: 40 minutes
  • Total Time: 1 hour
  • Yield: 6 1x
  • Category: Side Dishes
  • Method: Baking
  • Cuisine: Southern


It doesn’t get any more scrumptious than southern baked mac and cheese, y’all. So rich in flavor, beaming with four different kinds of cheeses; and true to its classic southern roots with crispy brown edges. This here is the baked mac and cheese to make for any occasion, holidays, and beyond- extra creamy and so dang good!


  • 8 ounces sharp cheddar cheese, block-style
  • 8 ounces smoked gouda cheese, block-style
  • 8 ounces pepper jack cheese, block-style
  • 8-ounce block Velveeta (original flavor), cubed
  • 1 pound dried elbow macaroni pasta
  • 1/2 cup (1 stick) unsalted butter
  • 1/4 cup all purpose flour (see notes)
  • 2 cups whole milk (or milk of choice)
  • 2 cups half-and-half
  • 1 teaspoon kosher salt, plus more to taste
  • 1 teaspoon freshly ground black pepper
  • 1 teaspoon ground mustard
  • 1/2 teaspoon garlic powder
  • 1/2 teaspoon onion powder
  • 1/2 teaspoon smoked paprika
  • 1/4 teaspoon ground nutmeg
  • 1/8 teaspoon (a pinch) cayenne pepper- optional


  1. Preheat the oven to 375°F. Generously grease/butter a 9×13-inch baking dish (or something comparable: use whatever oven-safe vessel you have). Then set the dish aside.
  2. Prep the cheeses: Use a food processor or handheld boxed grater to shred the cheddar cheese, smoked gouda cheese, and the pepper jack cheese. Place the shredded cheeses into a large bowl and place the cubed cheese into another bowl.
  3. Bring a large pot of salted water to a boil. Once the water is boiling, add in the elbow macaroni. Cook the pasta just until al dente (cooked, but firm)- this should take no more than 5-6 minutes! Do not over cook the pasta as it will continue cooking while baking in the oven.
  4. Then drain the pasta in a large colander- do not shut off the heat. Rinse the pasta under cool water to stop the cooking process and leave the pasta in the colander, set aside. Return the empty large pot to the stove.
  5. Add the butter into the same pot over medium heat. Once the butter melts completely and begins to sizzle, add in the flour. Use a wooden spoon/utensil to stir the flour into the butter until it dissolves. Allow the mixture to cook, stirring, until the mixture turns a light, golden color- about 2-3 minutes to cook off the flour.
  6. Slowly pour in the milk, while whisking constantly, then followed by the half-and-half, and bring this mixture to a nice simmer while continuing to whisk. Make sure there are no lumps at all. Simmer for about 5 minutes and then remove from heat.
  7. Stir in the seasonings: salt, pepper, ground mustard, garlic powder, onion powder, smoked paprika, nutmeg, and cayenne (if using). Followed by three-quarters of the shredded cheese (leave about 1/4 cup of each cheese for sprinkling on top). Use a rubber spatula to fold everything into the sauce until it thickens (it should coat the back of your spoon) and everything is fully incorporated. Give the sauce a taste test and adjust any seasonings, if desired.
  8. Add the cooked macaroni into the cheese sauce and toss together to combine, make sure all of the macaroni is well coated.
  9. Carefully empty the mixture into your prepared baking dish. Evenly distribute the cubed pieces of velveeta cheese into the macaroni, lightly submerging them under the surface. Then sprinkle the reserved bit of shredded cheeses that you have directly on top of the dish. Then place the baking dish on top of a large baking sheet (just in case anything bubbles over).
  10. Bake the mac and cheese, uncovered, for 35 minutes or until the top of the dish is golden brown, crispy, and bubbly throughout. Afterwards, I like to reset the oven to the broiler setting to get a deeper, slightly blistered browning on top- this takes just about 2 minutes!
  11. Serve immediately and enjoy!


  1. Please read the blog post in its entirety for more tips and tricks.
  2. Use gluten-free flour in place of all purpose flour, if you need to.
  3. Storing: This mac and cheese will keep, covered tightly with foil, for about 2-3 days stored in the refrigerator- simply reheat leftovers in the microwave or oven.

Keywords: southern baked mac and cheese, baked mac and cheese, southern recipes, southern food