This Southern baked mac and cheese uses 6 eggs and 24 ounces of evaporated milk for 1 pound of pasta. The eggs set into a savory custard that binds the pasta and cheese into a firm, sliceable casserole; leaving them out changes the structure. For an eggless version, try my truffle and Gruyère Instant Pot mac and cheese.
Building the full holiday plate? Pair it with my Southern collard greens and cornbread dressing, then finish with banana pudding.
My mom’s Southern baked mac and cheese showed up at every holiday table I can remember. The problem is that she does not measure anything. Not a pinch, not a splash, not an approximate cup. She cooks by feel, and what she makes is perfect. Recreating it took me more than a dozen failed attempts over the years before I finally got it right.
How to Make It Gluten-Free
I make a gluten-free version of this every holiday season for my wife. These are the adjustments I use with the pastas below.
Add one extra can of evaporated milk. For 1 pound of the gluten-free pasta below, I use 36 oz. of evaporated milk: the original 24 oz. plus one extra 12 oz. can.
Pull the pasta one minute early. Cook it one minute less than the package’s al dente time. It will continue cooking in the oven.
Use a pasta I have tested here. These are the brands and shapes I recommend for this boiled-and-baked version:
- Rummo gluten-free elbows and Bettergoods elbows: These rice-and-corn blends have held up well in my pans, with a familiar flavor and texture.
- Jovial elbows or fusilli: These brown-rice pastas have also worked well for me.
- Banza cavatappi: This chickpea pasta has held up best for me, especially for leftovers.
I skip Barilla gluten-free for this recipe. In my testing, it became too soft after boiling and then baking. I use it in my separate no-boil gluten-free mac and cheese, where the pasta starts dry and cooks once in the casserole.
The remaining amounts and method stay the same. For a strictly gluten-free dish, check the current package or manufacturer information for seasoned salt and other packaged ingredients. Use clean pots, colanders, and utensils, and do not reuse water from wheat pasta.
Want the easiest gluten-free route instead? My no-boil gluten-free mac and cheese skips the boiling entirely. Mix, dump, and bake.
Ingredients
- Elbow pasta (1 lb.): The classic choice for a reason. Elbows hold the custard in every curve. Cook them al dente. They will keep cooking in the oven. For gluten-free, see the section above, or use my no-boil gluten-free mac and cheese.
- Butter (½ cup): Goes straight into the hot drained pasta to coat every noodle and add richness from the start.
- Large eggs (6): These set the custard and give this dish its firm, sliceable texture.
- Evaporated milk (24 oz.): Gives this version the rich dairy flavor I prefer.
- Lawry’s seasoned salt (1 Tbsp.): Brings the whole dish together. Do not swap in plain salt and expect the same result.
- Black pepper (1 tsp.): Balances the richness and adds a little warmth throughout.
- Kraft medium cheddar cheese (2 lbs., half cubed and half medium shredded): Kraft medium cheddar is my family’s preference. I use block cheese for the cubes; pre-shredded cheddar works for the topping. For the cubed portion, I cut the block in half through its thickness, then cut it into cubes.
- Mozzarella or gruyere cheese (8 oz., shredded): Mozzarella gives you extra melt and stretch. Gruyere brings a nuttier flavor. Both work.
How to Make It
Preheat the oven to 325°F.
Bring a large pot of water to a rolling boil. Salt it until it tastes like the ocean. Add the pasta and cook until al dente, about 7 minutes. While the pasta cooks, cube and shred the cheeses. Drain.
In a large bowl, whisk together the eggs, seasoned salt, and black pepper. Pour in the evaporated milk and whisk until well combined. Set aside.
Return the drained pasta to the hot pot. Stir in the butter right away while the pasta is still hot, and let it melt completely.
Add the cubed cheddar and stir until it starts to melt. Add the shredded mozzarella or gruyere and stir again.
Pour in the egg and milk mixture. Stir until everything is fully combined and evenly coated.
Pour the mixture into a 13x9-inch glass casserole dish and spread it into an even layer. Bake for 15 minutes.
Remove the dish from the oven and stir gently to redistribute the custard so it cooks more evenly. Smooth it back into an even layer, then top with the shredded cheddar.
Return to the oven and bake for about 15 minutes more, until the cheese is fully melted and the center is set. Check the center with a food thermometer: egg dishes should reach at least 160°F.
Remove from the oven and let it rest for at least 15 minutes before slicing or serving so the casserole holds together.
FAQs
Whole milk works. I have made this with 24 ounces of whole milk in place of the 24 ounces of evaporated milk. The texture was the same, but the flavor was less rich.
Yes. Freeze cooked portions in airtight containers for up to 3 months for best quality. The pasta texture may change after reheating. Food kept continuously frozen at 0°F remains safe indefinitely, although quality declines.
Divide leftovers into shallow containers and refrigerate promptly, within 2 hours of cooking or 1 hour if the temperature is above 90°F. Store covered at 40°F or below and use within 3 to 4 days. Reheat portions in the oven or microwave to 165°F throughout.
Did You Make This?
If you made this Southern baked mac and cheese, leave a star rating below. And if you brought it to a holiday table and it disappeared in twenty minutes, that tracks.
More Mac and Cheese Recipes You'll Love
- Pressure Cooker Mac and Cheese — creamy, fast, and no oven required.
- Baked Gluten-Free Mac and Cheese — a no-boil, mix-and-dump baked version.
- Instant Pot Macaroni and Cheese with Truffle Oil and Gruyere — richer, sharper, and the only one with no eggs.
- Spaghetti Squash Mac and Cheese — gluten-free with a fraction of the carbs.
Want the side-by-side version? See all five in my mac and cheese guide.
📖 Recipe
Southern Baked Mac and Cheese
Ingredients
- 1 lb. elbow pasta
- ½ cup butter
- 6 large eggs
- 24 oz. evaporated milk
- 1 Tbsp. Lawry’s seasoned salt
- 1 tsp. black pepper
- 2 lbs. Kraft medium cheddar cheese half cubed and half medium shredded; for the cubed portion, cut the block in half through its thickness, then into cubes
- 8 oz. mozzarella or gruyere cheese shredded
Instructions
- Preheat the oven to 325°F.
- Bring a large pot of water to a rolling boil. Salt it generously until it tastes like the ocean. Add the pasta and cook until al dente, about 7 minutes. While the pasta cooks, cube and shred the cheeses. Drain.
- In a large bowl, whisk together the eggs, seasoned salt, and black pepper. Add the evaporated milk and whisk until fully combined. Set aside.
- Return the drained pasta to the hot pot. While it is still hot, stir in the butter until fully melted.
- Add the cubed cheddar to the pot and stir until it starts to melt. Add the shredded mozzarella or gruyere and stir again.
- Pour the egg and milk mixture into the pot and stir until everything is well combined.
- Pour the mixture into a 13x9-inch glass casserole dish and spread evenly. Bake for 15 minutes.
- Remove from the oven and stir gently to redistribute the custard. Smooth it back into an even layer, then top with the shredded cheddar.
- Return to the oven and bake for another 15 minutes, or until the cheese is fully melted, the custard has set, and the center reaches 160°F. Use a food thermometer to check the center; it may need more time.
- Remove from the oven and let rest for at least 15 minutes before serving.
Video
Notes
- Texture: Cook the pasta al dente, stir halfway through baking, and let the casserole rest for at least 15 minutes before serving.
- Cheese: I use Kraft medium cheddar for its flavor and melt. Buy a block for the cubed portion; pre-shredded cheese works for the topping.
- Whole milk: Replace the 24 ounces of evaporated milk with 24 ounces of whole milk. In my tests, the texture stayed the same, but the flavor was less rich.
- Gluten-free variation: Use 1 pound of gluten-free pasta and 36 ounces of evaporated milk (one extra 12-ounce can). Boil the pasta one minute less than the al dente time on its box. I have used Rummo gluten-free elbows, Bettergoods elbows, Jovial elbows or fusilli, and Banza cavatappi successfully. Barilla gluten-free pasta broke down when I boiled it first and then baked it in this recipe. It works in my no-boil gluten-free mac and cheese. Keep the remaining amounts and method the same. Check packaged ingredients for your gluten-free needs and avoid cross-contact when preparing the dish.
- Bakeware: Use the glass casserole dish for oven baking only. Do not place it under the broiler.
- Storage and reheating: Refrigerate leftovers in shallow containers within 2 hours of cooking, or within 1 hour when the temperature is above 90°F. Keep the refrigerator at 40°F or below and use within 3–4 days. Reheat to 165°F in the center. Freeze for up to 3 months for best quality; food kept continuously frozen at 0°F remains safe beyond that quality window.
- Nutrition: Values are estimates and will vary with brands and substitutions.
Kat
This is THE recipe! Old school Mac and cheese. Not that wannabe Stoffers or Velveeta foolishness. This is the kind grannies made and served at church back in the day. I love this recipe! Fire!!!!
Cara
I followed the recipe exactly. It tasted more like an egg bake with macaroni. Not really a fan of this recipe.
Gary White
Well, it does have six eggs in it, so an egg taste is to be expected. What is an egg bake?
Denise
Absolute PERFECTION - hands down the best Mac 'N Cheese! Tastes just like my gramma made for us in the 80s. I made half the recipe (for just the two of us) and cut back on the butter and cheese to save my menopausal waistline. Highly recommend, you won't be disappointed!
Jilly
Wow! Best Mac ever. At first I was a little skeptical because it was very soupy before I put it in the oven, but within the first 15 minute interval of baking it started to set up nicely! I will use this recipe every year.
Debbie
Eggs keep the casserole moist and creamy.
Judy
I doubled up on this recipe and the family devoured it!! It was by far, the best mac and cheese I've ever made!! I attempted other recipes out there with the result of it being too dry. This one was the chefs kiss!!🤌 Thank you a million times for this!
Sarah
I've tried many recipes and finally found the one!
This is what I've been looking for!
Sally Peace
This is your mama’s macaroni pie. Loved it. Made it for Thanksgiving this year and it got rave reviews. I followed the recipe exactly even though I thought it would be gloppy and too much cheese. It was not. It was perfect!❤️
Kathy
This is the recipe I use always. I do broil it at the end to get that good crust. This recipe remind me of church and that’s a good thing!!!
Tammy Ballew
Thank you for this recipe!! I could never get my macaroni and cheese like what I had from my mom growing up. This is wonderful and so easy to make! Can't wait to serve it at Thanksgiving. I'm sure the family will love it.
Debbie
I have been looking for a macaroni and cheese recipe made with eggs and milk like my mother used to make. This m&c recipe knocked it out of the park! It was easy to make and sooooo delicious!! Thank you for sharing the recipe. It is now my go-to recipe when making m&c.
Marcus
I tried this and it was EXCELLENT!