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Home » Classic Southern Recipes

Published: May 8, 2018 · Modified: Apr 2, 2024 by Pam

Old Fashioned Baked Macaroni and Cheese

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This old fashioned Baked Macaroni and Cheese is made the old fashioned Southern way. Just a few simple ingredients go into this classic and beloved dish of pure comfort food.

baked macaroni and cheese in dish with wooden spoon.

It can be dolled up lots of different ways and there's nothing wrong with that. But, there is something comforting about plain old fashioned mac and cheese made like it was back in the day before "Mac and Cheese" was even an expression.

Jump to:
  • Preserving the old Southern ways with food
  • Ingredient notes
  • How to make your mac and cheese
  • Some tips for making the best old fashioned macaroni and cheese
  • Recipe FAQ's
  • Keep the presentation as simple as the food
  • 📖 Recipe
  • Classic Southern Recipes

Preserving the old Southern ways with food

One of our goals here at Biscuits and Burlap is to document, for future generations, some of the old classics like our Mamas and Grandmas made. My own Mama had lots of specialties, and Macaroni and Cheese was one of my personal favorites.

I watched her make it countless times, but I never asked her how she did it, or why she made it the way she did. She's gone now, and I hope this post will inspire you to ask your Mamas about their dishes while you can.

I've made a pretty good version myself over the years, but it never really measured up to hers. And so, I set about working to recreate it, and these memories are what I had to go on.

  • She did not use eggs or flour
  • She only used sharp cheddar cheese that she grated (or chopped up) herself
  • The macaroni was just partly cooked in water
  • She stirred up the ingredients in a pot on the cooktop over low heat before baking
  • Besides the macaroni, the only ingredients were cheese, butter, milk (and salt and black pepper to taste)
  • There was no topping like bread crumbs or crackers (only more cheese)
Southern Style Macaroni and Cheese from BiscuitsandBurlap.com

After years of mediocre results and some trial and error I've finally got it pretty close. I know you're thinking "It's just a few ingredients. How tough could it be?" My thoughts exactly.

So, why was it dry? Why did I feel like I needed to add an egg or thicken the sauce with flour? I read hundreds of other recipes and no one seemed to keep it as simple as Mama did.

What was I doing wrong? Not enough stuff. That's what. Not enough butter. Not nearly enough cheese and milk.

This old school recipe is not your diet's friend, but it's the way our southern Mamas intended it to be. Just tape-it-onto-my-hips rich.

Also, I was overcooking it in the oven. With no egg to worry about, the ingredients are all cooked by the time it goes in.  It just needs a few minutes in a hot oven to melt that cheese on top, soak up the milk, and get piping hot.

Ingredient notes

  • Macaroni noodles or elbow pasta (same thing, two different names)
  • Butter - salted or unsalted is fine
  • Milk - we recommend whole milk or canned evaporated milk for the richest flavor
  • Sharp cheddar cheese - I actually prefer extra sharp, but you can use either. The most important note is to grate it yourself. Do not use pre-shredded cheese

For the full ingredient list and quantities refer to the the recipe card below.

old fashioned macaroni and cheese in black bowl.

How to make your mac and cheese

  1. Cook pasta in boiling salted water for about 8 minutes and then drain.
  2. Return the drained noodles to the hot saucepan and add the butter, stirring.
  3. Return the pan to the heat (keeping it at low to medium low) and add the remaining ingredients, reserving ¾ to 1 cup of the cheese for topping.
  4. Cook and stir until the cheese melts.
  5. Add to a baking dish, top with reserved cheese and bake at 375 degrees for about 25 minutes.
  6. Broil for 1-2 minutes if you like your macaroni and cheese brown on top.

Some tips for making the best old fashioned macaroni and cheese

  • Use only freshly grated sharp cheddar cheese - I can't stress the importance of this enough
  • cut the butter into smaller pieces and add it before the milk and cheese
  • don't worry if it's a little soupy when it goes in the baking dish - the noodles will soak up the liquid
  • whole milk or evaporated milk are best
  • don't overcook in the oven
  • serve it with old fashioned Country Fried Steak, Southern Fried Chicken , Grilled Chuck Roast or Barbeque Pork with Mustard BBQ Sauce

Recipe FAQ's

Does mac and cheese freeze well?

You'll get the best results if you make your baked macaroni and cheese completely, but remove it from the oven about 10 minutes early. Let it cool and then wrap tightly and freeze for up to 3 months. When ready to serve let it thaw and then heat (and finish cooking) in a hot oven for about 15 minutes.

Do you need an egg in macaroni and cheese?

This recipe does not call for an egg. You can add one, but it will change the texture, making it a little more custard-style.

How long will cooked mac and cheese keep in the refrigerator?

As long as you keep it tightly covered it will store for 5 days just fine.

Why can't I use pre-shredded cheese for mac and cheese?

The ingredients added that keep the shreds from sticking together will make your casserole grainy.

Keep the presentation as simple as the food

When I first started planning this post I was thinking iron skillets. We love our iron skillets around here, and we have lots of recipes made in them. Among the reader favorites are our Tomato Gravy, Hot Fudge Pudding Cake, Cajun Steak Bites and Skillet Potatoes for the Grill.

Mama loved and used her iron skillet often too. But, she did not make baked macaroni and cheese in an iron skillet, and she would probably think I was nuts to even consider it.

And so, when it came down to it, I used the very Pyrex baking dish that she used and I inherited from her. So, maybe it doesn't make the cutest photo, but that's not what this is all about.

For fun, I decided to make it in the same old sauce pan she always used, and I thought y'all would enjoy a photo of it. As you can see, it was well-loved.

sauce pan for cooking macaroni and cheese.

It's great on the holidays next to Fried Turkey Breast or Smoked Ham.

For a smoky twist on this favorite dish be sure to also make Smoked Mac & Cheese. It's made in one pot or skillet, starts with uncooked pasta and gets rave reviews every time!

If you're looking for more old fashioned southern favorites, try this Summer Slaw Recipe.

This post contains affiliate links for your convenience.  Click here to read our full disclosure policy

This recipe made the suggested list for the Backyard BBQ Menu Ideas. You'll want to visit for lots of other recipes as well as tips, tricks and planning help for your cookout.

📖 Recipe

square image of baked macaroni and cheese.

Macaroni and Cheese - Southern Style

Pam
Macaroni and Cheese made just the way Mama made it. 
4.55 from 60 votes
Print Recipe Pin Recipe
Course Side Dish
Cuisine Southern
Servings 6 people
Calories 384 kcal

Ingredients
  

  • 8 ounces elbow pasta
  • ¾ teaspoon salt
  • 5 Tablespoons butter cut into pieces
  • 1-¼ cup whole milk or evaporated milk
  • 8 ounces sharp cheddar cheese freshly grated
  • black pepper to taste

Instructions
 

  • Bring a medium sauce pan of water (filled ⅔ full) to a boil
  • Add salt and stir.
  • Add macaroni noodles and cook, stirring occasionally, for 8 minutes.
  • Drain noodles and return to sauce pan, stirring in butter.
  • Put pan on low to medium low heat and stir until butter melts.
  • Add cheese, milk and black pepper, reserving ¾ to 1 cup of cheese
  • Continue cooking over low heat, stirring, until cheese melts.
  • Pour into a casserole or baking dish and top with reserved cheese.
  • Bake about 25 minutes at 375.
  • Broil 1-2 minutes if top browning is desired.

Notes

  • For best results always use freshly grated cheese. 
  • For the richest flavor use evaporated milk.
  • Salt can be adjusted according to taste and whether salted or unsalted butter is used

Nutrition

Calories: 384kcalCarbohydrates: 30gProtein: 14gFat: 23gSaturated Fat: 14gPolyunsaturated Fat: 1gMonounsaturated Fat: 5gTrans Fat: 0.4gCholesterol: 64mgSodium: 619mgPotassium: 132mgFiber: 1gSugar: 2gVitamin A: 687IUCalcium: 291mgIron: 1mg
Keyword macaroni
Tried this recipe?Let us know how it was!

If you love southern food, you'll want to read Southern Food Then and Now. 

Until next time,

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Reader Interactions

Comments

  1. Carol says

    November 26, 2020 at 10:35 am

    Hi, happy thanksgiving. What size is your Pyrex dish for this recipe.

    Reply
    • Pam says

      November 27, 2020 at 9:46 am

      Hi Carol, So sorry we didn't back to you yesterday. We were busy cooking our own Thanksgiving dinner. This mac and cheese will work fine in an 8x8 or 9x9 baking dish.

      Reply
  2. Jessica Formicola says

    February 24, 2021 at 10:21 am

    5 stars
    I love a good homemade mac and cheese, and this one looks perfect! I will definitely be making this soon!

    Reply
    • Pam says

      February 24, 2021 at 10:30 am

      I hope you love it like we do!

      Reply
  3. Aimee Mars says

    February 24, 2021 at 10:38 am

    5 stars
    I was just discussing family recipes with my mom the other day! I agree, classic and simple mac and cheese is one of the best versions there is. I'm so glad you've documented this recipe.

    Reply
    • Pam says

      February 24, 2021 at 10:44 am

      Thanks so much, Aimee.

      Reply
      • Sharon says

        October 05, 2024 at 3:57 pm

        5 stars
        perfect

  4. Katherine says

    February 24, 2021 at 10:42 am

    5 stars
    Oh yes! The perfect mac n cheese!

    Reply
    • Pam says

      February 24, 2021 at 10:43 am

      You've got it! Thanks, Katherine.

      Reply
  5. Alisa Infanti says

    February 24, 2021 at 10:44 am

    5 stars
    I have been searching for a simple classic Mac and Cheese recipe... this was amazing!

    Reply
    • Pam says

      February 26, 2021 at 11:41 am

      Thank you, Alisa!

      Reply
  6. Beth says

    February 24, 2021 at 10:50 am

    5 stars
    This looks so delicious and so cheesy! My son is going to be all over this! I can't wait to give this a try!

    Reply
    • Pam says

      February 26, 2021 at 11:42 am

      Hope y'all enjoy it, Beth!

      Reply
  7. Hunty says

    March 04, 2023 at 8:10 pm

    1 star
    Awful. The cheese sauce was so watery and it turned out so grainy and bland.

    Reply
    • Pam says

      March 05, 2023 at 10:43 am

      Thanks for stopping by Hunty. If your mac and cheese was grainy I'm going to guess that you used pre-shredded cheese. That's one of many reasons we don't recommend it. The additives that keep the shreds from clumping are grainy.

      Reply
  8. Luke Ratford says

    February 26, 2024 at 4:13 am

    I just dove into your Southern Style Mac and Cheese recipe, and let me tell you, it was like a warm hug on a plate! 🧀💖 The cheese blend seriously took it to another level of creamy goodness. I've never had mac and cheese this rich and satisfying before. It's definitely going to be my secret weapon for impressing guests at my next gathering. Thanks for sharing such a soulful and delicious recipe - it's pure comfort food gold!

    Reply
  9. Harriet Young says

    February 26, 2024 at 5:29 am

    5 stars
    Fantastic recipe! Simple and classic, just how I like my Mac n cheese

    Reply
  10. Kechi says

    February 26, 2024 at 6:15 am

    5 stars
    We made a perfect Mac and Cheese yesterday using this recipe. Easy to follow and it came out so good! Definitely making again!

    Reply
  11. Danielle Martin says

    February 26, 2024 at 7:45 am

    5 stars
    This is total comfort food. So easy to make too.

    Reply
  12. Sky says

    February 26, 2024 at 8:15 am

    5 stars
    What a fantastic recipe! I never knew you could make mac and cheese like that. It was so simple to make and tasted delicious!

    Reply
  13. Marcus says

    April 01, 2024 at 6:51 am

    2 stars
    This was so greasy from all of that butter, and wasn’t cheesy enough. I think doubling the cheese would be too much, but at least add 1/2 more and reduce the butter. I measured all ingredients and fresh grated from a brick of sharp cheddar.
    If you buy pre-shredded cheese, you’re a savage feeding your family saw dust.

    Reply
    • Pam says

      April 02, 2024 at 3:50 pm

      We don't advocate pre-shredded cheese either Marcus so I don't know why you mentioned that. So sorry you were disappointed in the recipe.

      Reply
  14. Nora says

    September 08, 2024 at 3:40 pm

    for those who need to know - 8 oz of dry macaroni is 2 cups. Would have been so convenient to simply post that.

    Reply
    • Pam says

      September 12, 2024 at 2:35 pm

      Thanks, Nora! Try as we might to include every convenience that everyone might need it's just not possible.

      Reply
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4.55 from 60 votes (40 ratings without comment)

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