Few side dishes can easily step into the spotlight as the main course, and even fewer are as well-beloved as this Southern-Style Old-Fashioned Mac and Cheese Casserole. Made with just 10 ingredients and 15 minutes of prep, this deliciously cheesy baked macaroni & cheese recipe is almost as easy as the blue box version and is exponentially tastier. Anna has been making this for years for Thanksgiving and Christmas and her entire family loves it!
Table of contents
Why We Love This Mac and Cheese Recipe
Whether we’re at a cookout in the middle of summer or celebrating Thanksgiving or Christmas, you’re sure to find this Southern baked mac and cheese on our table. It just doesn’t feel like a party without it!
Aside from being creamy, salty, and the quintessential definition of comfort food, this baked mac n cheese recipe is also:
- Quick & Easy – You only need about 15 minutes’ worth of active prep time, which is just barely more than you’d spend making it from a box.
- Made With Just 10 Ingredients, three of which are cheese. 🤤
- Wholesome & Hearty – Don’t you just love it when you can pronounce all the ingredients in the food you’re serving? Us too.
- Meal-Prep Friendly – This Southern-style mac and cheese wouldn’t be our go-to party side if it wasn’t!
Ingredients & Substitutions
As promised, you only need 10 simple, whole-food ingredients to make the best homemade mac and cheese you’ve ever tasted. Here’s what to grab:
- Sharp Cheddar – We love that extra bit of tang. Feel free to use medium or mild cheddar instead.
- Gruyere – If you can’t find this amazingly nutty Swiss cheese, Jarlsburg, Emmental, Fontina, regular Swiss, or Comté will all do splendidly.
- Parmesan – You’re welcome to use any hard, salty, aged cheese like Asiago, Grana Padano, or Pecorino Romano instead.
- Penne Rigate – Feel free to use any short pasta shape you like, but note that you may need to adjust the amount of time needed to boil the pasta in step 2.
- Unsalted Butter – Using unsalted butter gives you more control over how the final dish turns out. If needed, you can use salted, but cut down on the added salt in step 4.
- All-Purpose Flour – For thickening the sauce. You’re welcome to use cake flour, bread flour, or even an all-purpose gluten-free flour blend instead.
- Milk – We typically keep whole milk on hand, but any dairy milk or unsweetened, unflavored non-dairy milk can also be used.
- Onion Powder – For allium complexity and sweetness without any cutting boards, papery skin, or tears to be seen.
- Salt – For seasoning.
- Cayenne Powder – For a touch of warmth. We promise, this Southern baked macaroni and cheese is far from spicy. If you’re worried, feel free to use chili powder or sweet paprika instead.
How To Make Southern Baked Mac and Cheese
This creamy baked mac and cheese comes together with just 15 minutes of active time in the kitchen. Here’s what to do:
Step 1: Prep. Preheat the oven, grease your baking pan, and bring a pot of salted water to a rolling boil. Toss all three cheeses together in a bowl and set aside.
Step 2: Cook pasta for 6 minutes, then drain.
Step 3: Make white sauce. Melt butter in a saucepan over medium heat. Add flour, whisking until smooth and bubbly. Slowly add the milk in a thin stream, whisking constantly.
Step 4: Make it cheesy. Add the onion powder, salt, and cayenne to the white sauce. Bring to a boil, then reduce the heat to a simmer and cook for 3 minutes. Remove from heat, then add 2.5 cups of the cheese mixture, whisking to combine.
Step 5: Toss the cooked pasta with the cheese sauce until thoroughly combined.
Step 6: Assemble. Add half the mac and cheese mixture to the prepared baking dish, then sprinkle with a heaping cup of the cheese mixture. Add the remaining pasta, and sprinkle with the remaining cheese.
Step 7: Bake the mac and cheese casserole at 350F for 20 minutes.
Step 8: Broil the mac and cheese for 2-3 minutes, until the cheese topping gets lightly browned. Allow the casserole to cool slightly before serving.
Step 9: Serve & Enjoy!
Optional Variations
There are roughly a gazillion ways to make homemade mac and cheese, so feel free to make adjustments to this recipe to help it fit your needs and preferences. Here are a few variations to consider:
- Make it lactose-free by opting for Lactaid or FairLife milk and cheese products. You can also make it dairy-free/vegan by swapping in your favorite plant-based milk and cheese products.
- Make it gluten-free by opting for your favorite gluten-free short pasta and gluten-free cup-for-cup flour blend.
- Add a breadcrumb topping for extra crunch. Toasting plain breadcrumbs (preferably panko or homemade) with a touch of butter adds a lot of richness. You can also just crumble some Ritz crackers (or Cheez-its!) over the top if you don’t want to dirty another pan.
- Swap out the cheese blend. While we’re big ol’ fans of the cheddar-gruyere-parmesan triple-threat, you’re welcome to experiment with other melty cheese varieties like smoked gouda, havarti, colby, or pepper jack.
If you come up with a stellar combo, let us know in the comments below or tag us (@creamcheeseandlemonsqueeze) on your social media posts so we can cheer you on!
Expert Tips
- Grate your own cheese. We know it’s tempting to reach for pre-shredded cheese for convenience but resist the urge. They won’t melt nearly as well as home-shredded cheese! To cut back on prep time, you’re welcome to use a food processor fitted with the shredding disc.
- Salt your pasta water. It’s the only chance you’ll get to season the actual noodles!
- Undercook your pasta. If you don’t want your old-fashioned baked macaroni and cheese to be a mushy mess, make sure to undercook the pasta in step 2. It’ll continue to cook in the oven, so even if it feels a bit hard after draining, it’ll come out perfectly in the end.
- Make this Southern mac and cheese recipe ahead of time by following the recipe up to step 6. Wrap tightly with foil and/or plastic wrap and refrigerate for up to 5 days. When you’re ready to bake, take the casserole out of the fridge about an hour ahead of time to let some of the chill come off, then bake as directed in step 7.
FAQs
More Southern Side Dish Recipes
If y’all tried this sumptuous recipe for Southern-Style Old-Fashioned Mac and Cheese Casserole, holler and let us know how it turned out for you by giving us a ⭐️⭐️⭐️⭐️⭐️ rating and commenting below. You can also always feel free to tag us (@creamcheeseandlemonsqueeze) in your social media posts so we can cheer you on.
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XO,
Anna & Ashley
Southern-Style Old-Fashioned Baked Mac & Cheese Casserole
Ingredients
- 1 lb penne rigate
- 3/4 lb sharp cheddar cheese shredded
- 1/2 lb Gruyere cheese shredded
- 1/2 cup Asiago or Parmesan cheese shredded
- 3 tbsp unsalted butter
- 3 tbsp all-purpose flour
- 2 cup milk
- 1/2 tsp onion powder
- 1/2 tsp salt
- 1/3 tsp cayenne pepper
Instructions
- Heat oven to 350 degrees. Spray a 2 quart baking dish with cooking spray. Bring large pot of water to boiling.
- Add penne to the pot of boiling water and cook 6 minutes and then drain.
- In large bowl toss together the three cheeses and set aside.
- Meanwhile, melt butter in 2 quart saucepan over medium heat. Whisk the flour in until smooth and bubbly. In a thin stream, whisk in the milk.
- Stir in onion powder, salt, and cayenne. Bring to boil over medium heat. Reduce heat and simmer for 3 minutes.
- Remove from heat and stir in 2 1/2 cups of the cheese mixture.
- In the pasta pot, stir together the cooled penne and the cheese sauce.
- Pour half into the prepared baking dish. Sprinkle with a heaping cup of the cheese mixture. Spoon the remaining penne into the dish and top with the remaining cheese.
- Bake at 350 degrees for 20 minutes.
- Increase the oven temperature to broil and cook 3 minutes until the top is lightly browned.
- Let the dish cool slightly before serving and enjoy!
Video
Notes
- Make it lactose-free by opting for Lactaid or FairLife milk and cheese products. You can also make it dairy-free/vegan by swapping in your favorite plant-based milk and cheese products.
- Make it gluten-free by opting for your favorite gluten-free short pasta and gluten-free cup-for-cup flour blend.
- Add a breadcrumb topping for extra crunch. Toasting plain breadcrumbs (preferably panko or homemade) with a touch of butter adds a lot of richness. You can also just crumble some Ritz crackers (or Cheez-its!) over the top if you don’t want to dirty another pan.
- Swap out the cheese blend. While we’re big ol’ fans of the cheddar-gruyere-parmesan triple-threat, you’re welcome to experiment with other melty cheese varieties like smoked gouda, havarti, colby, or pepper jack.