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Southern Style Macaroni And Cheese

This gooey baked Southern Style Macaroni and Cheese is rich and decadent with a creamy no cook sauce. Serve it on buys days or when entertaining for a memorable side dish.

Southern Style Macaroni And Cheese

Baked Southern Style Macaroni and Cheese Recipe

When it comes to macaroni and cheese, there more far more variations than there are Southern states. I would describe this macaroni and cheese as my quick and easy, homestyle macaroni and cheese. This version is specifically designed for those days, you don’t have the time to make the cheese sauce from scratch. It’s not fussy but the end result is irresistible. Unlike my 5 Cheese Holiday Macaroni and Cheese, where the cheese sauce is turned from a bechamel sauce into a gloriously rich five cheese sensation, the sauce for this dish is whipped up using my stand blender. Pour the no-cook cheese sauce over layers of cooked classic elbow macaroni and top it all off with a blend of sharp cheddar cheese. How to make simple Macaroni and Cheese recipe:

  • Pasta – Dry elbow macaroni.
  • Cheese – Shredded sharp cheddar cheese and shredded medium cheddar cheese.
  • Liquid – Whole milk.
  • No Cook Filling – Cheddar cheese soup, soft easy melting cheese [i.e. Velveeta or Cheez Whiz], cup sour cream, melted butter and large eggs.
  • Seasonings – Ground mustard, salt and white pepper.
Southern Style Macaroni And Cheese

How To Make Southern Style Macaroni and Cheese

Macaroni and cheese is one of those dishes that are a “sure thing” when entertaining. It never ceases to amaze me how it continues to delight kids of every generation and kids of all ages gravitate to it no matter the occasion or what other dishes are being offered.  A few things to consider when making:

  • Ingredients you’ll need to make homemade Macaroni and Cheese: Elbow macaroni, shredded medium cheddar cheese, shredded sharp cheddar cheese, milk, butter, ground mustard powder, salt, black pepper, cheez whiz, cheddar cheese soup, sour cream and large eggs.
  • Kitchen tools you’ll need: A 13 x 9 inch baking dish, pasta cooker, cheese grater, measuring cups and spoons, stand blender.
  • The sauce for this mac and cheese is designed to be easy, hence the use of cheez whiz and cheddar cheese soup. It’s one of MANY ways to make it, and you’ll love the ease of preparation on a busy day.
  • If you’re planning ahead, assemble this dish the night before and pop it into the refrigerator. When doing so, remove it from the fridge and allow it to warm for 15 minutes or so on the counter before baking for a time saver.
  •  Top it off with more cheese and a few dots of butter and bake it until it’s golden and bubbly.
  • While I typically don’t add a crumb topping to this particular variation of macaroni and cheese, you could, if you wanted to. To do so, toss 1/2-1 cup of panko breadcrumbs with 1-2 Tbsp melted butter and sprinkle on top before baking. You may also like to use fresh breadcrumbs or even crushed cracker crumbs, if that’s what you have on hand.
  • You could adapt the flavor of cheese, but I highly recommend making this recipe as directed. You won’t believe a cheese sauce this simple can be so insanely delicious.
  • Store Southern Style Macaroni and Cheese chilled in the refrigerator for up to 3 days. Reheat in single servings in the microwave.
Southern Style Macaroni And Cheese

More Easy Macaroni and Cheese Recipes to Make

Most macaroni and cheese recipes can be served as an entree or a side dish depending on the occasion. You can also use a variety of cheese or a blend of cheese’s that you particularly enjoy to amp up the flavor. A few examples of other macaroni and cheese recipes to try;


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Southern Style Macaroni and Cheese
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4.75 from 4 votes

Southern Style Macaroni And Cheese

Prep Time25 minutes
Cook Time40 minutes
Total Time1 hour 5 minutes
Course: Side Dish
Cuisine: American
Keyword: southern-style-mac-and-cheese
Servings: 12 servings
Calories: 380kcal
Author: Melissa Sperka


  • 2 cup dry elbow macaroni
  • 2 cups shredded sharp cheddar cheese
  • 2 cups shredded medium cheddar cheese
  • 2 cups whole milk
  • 1 10 3/4 oz can cheddar cheese soup
  • 2/3 cup soft easy melting cheese [i.e. Velveeta or Cheez Whiz]
  • 1/2 cup sour cream
  • 4 Tbsp melted butter (plus additional 2 Tbsp softened butter for the top)
  • 2 large eggs
  • 1 tsp ground mustard
  • 1/2 tsp salt
  • 1/2 tsp white pepper


  • Preheat the oven to 350°F and spray a 13 x 9 inch baking dish with cooking spray.
  • In a medium size pot, boil the elbow macaroni in salted water until al dente Drain well.
  • In a blender, blend together the milk, sour cream, cheddar cheese soup, cheez whiz, eggs, melted butter, white pepper, ground mustard, and salt. You can also do this by hand with a whisk.
  • Layer one half of the cooked macaroni in the bottom of the baking dish. Sprinkle with 1 1/4 cups each of the shredded cheddar cheese.
  • Spread the last of the cooked elbow macaroni over the cheese layer.
  • Pour the creamy sauce evenly over the macaroni. Sprinkle the remaining 1 1/2 cups shredded cheddar cheese on top. Dot the top with butter.
  • Bake for 40-45 minutes or until golden and bubbly. Serve hot.


You may choose to use a pre-shredded blend of cheddar cheese from the dairy section of the grocery store. Typically it’s a combination of mild, medium and sharp cheddar cheese. Any combination of cheese will work in the same amount.


Serving: 1serving | Calories: 380kcal | Carbohydrates: 23g | Protein: 17g | Fat: 24g | Saturated Fat: 11g | Polyunsaturated Fat: 2g | Monounsaturated Fat: 7g | Trans Fat: 1g | Cholesterol: 78mg | Sodium: 758mg | Potassium: 178mg | Fiber: 1g | Sugar: 5g | Vitamin A: 687IU | Vitamin C: 1mg | Calcium: 343mg | Iron: 1mg
Tried this recipe?Mention @melissassk or tag #melissassk!


  1. Thank you Melissa…I’ve made this sooooo many times…I’ll never make a homemade size again…I also doubled this recipe with my own variations it came out perfect…my family and friends love it…again…thank you thank you thank you!!!

  2. I doubled the recipe today and I just remember that I probably need to cook it longer. Any idea long it will take take to cook for a doubled recipe?

  3. Hi Melissa!

    Do you think this recipe could be made in the crockpot? I’ve made your “slow cooker mac n cheese” several times, and love it, but was thinking of trying it using these ingredients.

    1. Hi Kellie, no problem. That said, you will need to UNDER cook the macaroni much like the process for the slow cooker mac and cheese. But the sauce will work, sure.

  4. As I come from England . And can not get canned cheese soup or cheese whiz !! I used a cheese sauce mix . Taste just as nice . We all love Mac.cheese . Made this was was yum ….

    1. I’ve made this in advance on the same day that I plan to make it but, not the day before. I’m guessing {And, in light of that it’s only a guess} that it would likely be OK if you’re a seasoned cook and can adjust the baking time to accommodate. Be careful not to overcook the macaroni when preparing it to assemble, too.

      1. Alright! Well I just assembled it and put it into the oven. My family is obsessed with this recipe so I thought I would make it for my company potluck lunch tomorrow. Since I am baking it now, once it has cooled I will put it in the refrigerator for tomorrow. Any suggestions on how to reheat it tomorrow? I’m not sure if you have had to ever do that lol.. we never have leftovers in my house!!!!

      2. Wow, you’re quick! I almost never have to reheat this as it’s usually gone on the first round. I’m delighted your family is enjoying this easy dish.

    1. Hi Lisa, this particular recipe would require that ingredient. I’m not sure if you have cheez whiz or similar you may be able to use that instead. Otherwise, I have other macaroni and cheese recipes in the archives, please feel free to browse for another version. Thanks for visiting!

  5. This recipe is the reason I am looking forward to Thanksgiving this year..lol. It sounds so delicious and like something my family would enjoy. We are serious about our macaroni & cheese and I have a pretty good recipe I’ve used for years, but I wanted to try something different. After reading many, many recipes for macaroni and cheese. I kept coming back to this one. (See what I mean-serious) Looking forward to trying it and about to browse your recipes for my ideas!

    1. Hi Trina, like you I have many recipes for macaroni and cheese but this one is so simple and delicious I probably make it more than any. Sure hope you all love it too. Happy Thanksgiving!

  6. I love Mac and cheese, and o love your recipes, but there’s too much sodium in this recipe for me, is there any other way to make this without all that salt. Any suggestions please let me know.

  7. Hi Linda, as you know salt much like spice, is subjective. Sure, you can make a “from scratch” sauce using a bechamel and pass on the Velveeta and cheddar cheese soup if you like. Feel free to browse I have several versions of macaroni and cheese recipes in my archives.

  8. Hi Nicki-Dee, if you’ve never made mac & cheese before this is a great place to start. It’s super simple to put together, and filled with cheesy goodness! I like buttered crumbs on top, that’s a great addition to this dish. Thanks so much for your visit, Melissa

  9. Mmmmm! I have never made mac and cheese before I am definitely going to try this 🙂 I will probably add some bread crumbs on top also and I also like to buy a can of diced tomatoes so I can add some to my Mac and cheese instead of ketchup its sooooo good 🙂 Thank you so much for sharing this 🙂

  10. I have to say you have an interesting recipe here. I am from South Carolina and so I know all about southern food and how to make them and even though this isn’t exactly how I would make my oven baked Mac & Cheese it still looks yummy!

  11. Sounds delicious!!! I will make it tonight!!!
    My family adds ketchup on top!! Lol. Never heard of that until I met my Husband.

  12. Hi Dawn! Ketchup on top, I must say, I’ve never heard of that…but,we do love ketchup at our house. 🙂 I hope you all enjoy my “quick Mac & Cheese.” Thanks so much for stopping by for a visit. ~ Melissa

  13. Hi Alisha, As I stated in the narrative, the variations on Mac & Cheese are endless. I myself have 4 or 5 versions right here on my blog. This version was designed to be quick and easy on those days you don’t have the time to make a bechamel cheese sauce from scratch. [which is the type I most often make ☺] Thanks so much for stopping by, and come back to visit anytime! 🙂 Blessings, Melissa

      1. Never mind miss lady. I’m sorry I read to fast. Thank you for the recipe. I’ve been looking for this for awhile. You’re amazing!!

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