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Mac and cheese on fork with white plate in background.

Mom's Southern Baked Mac and Cheese

I've spent the last 10 years learning to cook this baked macaroni and cheese the way my mom did when I was a kid. My first favorite food! You're Welcome.
Course Side Dish
Cuisine Southern
Prep Time 5 minutes
Cook Time 40 minutes
Total Time 45 minutes
Servings 20
Calories 373kcal
Author Gary White


  • 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 ½ cubed, ½ medium sliced


  • Preheat oven to 325F degrees.
  • Bring a pot of water to a rolling boil, then add a lot of salt. You want it to be as salty as the ocean tastes. Add pasta and cook pasta to an al dente texture, usually about 7 minutes. Do not fully cook since pasta will cook more later in the oven.
  • Meanwhile – in a large mixing bowl, add eggs, seasoned salt, and pepper and whisk together. Add milk and whisk again. Set aside.
  • Drain pasta in a colander. Add butter to pot then return pasta to pot while still hot and mix until butter is completely melted.
  • Return pot to stove over medium heat. Add cubed cheese and mix until partially melted. Remove from heat.
  • Add egg/milk mixture to pasta/cheese mixture and stir until well combined. Then pour into 13x9 glass casserole dish.
  • Bake for 15 minutes. Then remove from oven and gently mix well. Top completely with an even layer of sliced cheddar.
  • Return to oven and bake for about 15 more minutes. Note: the only thing that needs to cook are the eggs, so resist the urge to overcook.
  • Remove from oven and let rest for at least 15 minutes (or more) before serving.



Expert Tips

  1. Be sure to not fully cook your pasta when boiling. The pasta will continue to cook once you transfer to the oven, so it will become mushy if it's already too soft.
  2. Don't me tempted to skip the stirring step halfway through the baking. This is important in achieving the proper consistency.


Do I have to use Kraft cheese? The quality of cheese makes a difference. While you can make this with generic brands of cheese, my extended family can immediately spot the difference between Kraft and store brands. I highly recommend using Kraft cheese for this recipe. And no, this post is not sponsored by Kraft. :)
Can I use gluten-free pasta in this recipe? Yes! My wife is gluten intolerant, so every holiday season I make a gluten-free mac and cheese for her. In addition to substituting gluten-free elbow macaroni, you will need to adjust the cook time when boiling the pasta. Cook one minute less than the "al dente" time listed on the box. This will prevent the gluten-free noodles, which have a tendency to absorb more liquid than wheat pasta, from becoming mushy when baking.
What can I substitute for evaporated milk? In a pinch, you may substitute whole milk, however the flavor and richness will not be the same.
Can I freeze leftovers? Technically, yes. Mac and cheese may be frozen for up to 3 months. In general, I avoid freezing pasta as the texture does not hold up well upon reheating. We also have never had enough leftovers of this dish to freeze. 
How long does this last in the fridge? For safety purposes, refrigerate mac and cheese leftovers within 2 hours of cooking. Leftovers may be stored in an air tight container for 3 to 5 days in the fridge.
Can I use less eggs if I want my mac and cheese to be loose? This southern mac and cheese is definitely meant to be more like a casserole. It will be firm, not creamy and loose. If you have a pressure cooker, you may enjoy our pressure cooker version, which is not quite as firm.


Calories: 373kcal | Carbohydrates: 21g | Protein: 18g | Fat: 23g | Saturated Fat: 14g | Cholesterol: 118mg | Sodium: 664mg | Potassium: 219mg | Sugar: 4g | Vitamin A: 750IU | Vitamin C: 0.7mg | Calcium: 430mg | Iron: 0.9mg