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The Ultimate Custard-Style Southern Baked Macaroni and Cheese

A close-up of a thick slice of southern baked macaroni and cheese with a deeply browned, cheesy crust.

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Follow this recipe to make rich, creamy Southern baked macaroni and cheese with a golden, crisp top. This soul food classic uses four cheeses and a custard base for authentic flavor.

Ingredients

Scale
  • 1 tablespoon unsalted butter, softened, for greasing the pan
  • 16 ounces elbow macaroni, uncooked
  • 10 cups water (use chicken bouillon concentrate to make broth instead of plain water)
  • 8 ounces sharp cheddar cheese, shredded, divided
  • 4 ounces Monterey Jack cheese, shredded
  • 4 ounces Colby cheese, shredded
  • 4 ounces Pepper Jack cheese, shredded
  • 1/2 cup all-purpose flour
  • 1 teaspoon salt
  • 1/2 teaspoon black pepper
  • 1/4 teaspoon cayenne pepper
  • 1/4 teaspoon paprika
  • 1/2 cup unsalted butter, melted
  • 2 cups whole milk
  • 1 (12 ounce) can evaporated milk
  • 4 large eggs, lightly beaten

Instructions

  1. Preheat your oven to 375 degrees Fahrenheit. Grease a 9×13 inch baking dish with the softened butter.
  2. Bring the water and bouillon concentrate to a boil in a large pot. Add the elbow macaroni and cook according to package directions until al dente. Drain the pasta well.
  3. While the pasta cooks, prepare the cheese sauce base. In a large saucepan over medium heat, whisk together the flour, salt, pepper, cayenne, and paprika. Cook for one minute, stirring constantly.
  4. Gradually whisk in the melted butter until smooth. Slowly pour in the whole milk, whisking until the mixture thickens slightly. Stir in the evaporated milk.
  5. Remove the saucepan from the heat. Stir in 6 ounces of the sharp cheddar, all of the Monterey Jack, Colby, and Pepper Jack cheeses until completely melted and smooth. This is your cheese sauce.
  6. In a separate large bowl, whisk the eggs lightly. Slowly pour about one cup of the warm cheese sauce into the eggs while whisking constantly to temper them.
  7. Pour the tempered egg mixture back into the saucepan with the remaining cheese sauce, stirring until fully combined. This creates the custard base.
  8. In a very large bowl, combine the drained macaroni and about two-thirds of the cheese sauce mixture. Toss gently to coat the pasta evenly.
  9. Pour the coated macaroni into the prepared baking dish. Pour the remaining cheese sauce evenly over the top of the pasta.
  10. Sprinkle the remaining 2 ounces of sharp cheddar cheese over the surface.
  11. Bake for 30 to 35 minutes, or until the top is golden brown and the custard is set. Let the baked macaroni and cheese rest for 10 minutes before serving.

Notes

  • For an extra crispy top, sprinkle 1/4 cup of panko breadcrumbs mixed with 1 tablespoon of melted butter over the final layer of cheese before baking.
  • Use high-quality, sharp cheddar cheese; the flavor makes a difference in this rich and cheesy baked pasta dish.
  • If you prefer a less eggy texture, reduce the eggs to 3, but the custard style relies on the eggs for structure.

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