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.













Michal
EXCELLENT!!! It was delicious and I was surprised the recipe called for 6 eggs. I always use lots of eggs but had never seen it before. I only change was that I used salt and pepper instead of seasoned salt.
AMAZING!!!
Shay
Delicious. Had a hard time finding Kraft medium cheese here in California though. Instead I used mild and extra sharp cheddar. My mom likes as well.
Joan Farquharson
This dish was such a hit! It was my first time making it for our Easter dinner and the guests cleared the pan!
The recipe was soooo easy to follow and it was sooo yummy!
Will definitely make this again
Linda
I been trying years to get to find this way of cooling m ac n cheese. Made it for Christmas and everybody loved it. Thank God for finding your page..
Patrice
Can you mix this up the night before and bake the next day?
Gary White
So sorry for the delayed response. I don't think I'd recommend mixing it beforehand, as I think the pasta will absorb too much of the liquid.
Mandi
I found this recipe through a google search when I was craving the mac n cheese casserole I remember from when I was a kid. I shredded the cheese for the top and used just a bit less than the recipe called for. It was delicious!
Clara Scott
Delicious ,brought back find memories of my mother homemade macaroni and cheese.the exact recipe except she used different type of cheeses .
S Mack
WOW! This is fantastic. I decided to try it because I hate making a bechamel sause (the way I was taught) when making mac and cheese. This will be the only way I make mac and cheese from now on. So much easier. This recipe is perfect! Absolutely delicious. Thank you!!
MJ Jordan
If you are looking for the real deal, southern style mac and cheese, congratulations, you've found it. This is to DIE for and it's really a simple recipe! I used my Instant Pot to cook the pasta (4 minutes using preheated water) and mix the ingredients, dumped it into a casserole dish and it really was not much more time consuming than Instant Pot mac and cheese and it is 1000x better. So good, thank you Gary for sharing!
Evelyn Finney
Only change is I mixed icheese but still the amount told. This was a great macaroni and cheese
Gary White
Hi Evelyn, Thanks for the review! How did you find this recipe?
Jocelyn
So ooooooo delicious 😋
I have searched years for a recipe such as this one. It was do easy and quick to make. Will definitely use from here on out.
Gary White
Thanks for the review! How did you find this recipe?
Laura A.
I’ve been looking for an amazing baked Mac and cheese recipe for years....finally found it!!! I’ve made this at least 6 times over the last year and todays batch is for Thanksgiving. My family goes crazy over this dish and it couldn’t be easier. I’ll never waste my time making a roux or bechamel cheese sauce again. This is WAY easier and so much better!! The eggs make this dish but you don’t even realize there’s eggs in it. Don’t make the mistake of using bagged shredded cheese though, too many preservatives. Block cheese is the only way to go. If you’re looking for that old school baked Mac and cheese this is the way to go!!
Ruth
Love this recipe!! Could it affect if I used less eggs? I’m not sure if it was the egg or milk that sort of became a rubbery/ chunk texture in between once I took out of the oven.
Gary White
Glad you enjoyed it! This is definitely meant to be more like a casserole. It will be solid, not creamy and loose. If you have a pressure cooker, you may enjoy our pressure cooker version, which is not quite as solid. https://thefoodieeats.com/pressure-cooker-mac-and-cheese/ Or our creamy mac and cheese with gruyere and truffle oil: https://thefoodieeats.com/instant-pot-macaroni-and-cheese/
Sara
Ever since my granny died Mac and cheese was never the same until this recipe. I’ve tried 100s of different styles you name it This recipe was my piece of heaven. So delicious even printed it out for future references. I will be making this at least 4x a month. Thank you so much!!!
Gary White
Thanks for your kind words. That makes me happy.
Deanna
Question - have you tried freezing leftovers?
I can hear people saying, "What leftovers??" 😊
Sue
Our new favorite. Thanks, Evelyn 🙂
Kathryn
My family loves this recipe!
Jesse
What size of cans do I use for the 2 cans of evaporated milk??
Chef Gary
12oz. Sorry for the delay... and being unclear.
Hannah
So good!!!
Topped mine with cayenne pepper for an extra spice.
Matthew
Such a great recipe and I really appreciate the easy steps!
rebecca
This is the best macaroni and cheese I have ever eaten! I love this recipe, so easy to make but tastes like you spent hours on it.