The Best Southern-Style Mac and Cheese (Old-Fashioned Custard Style)

Southern-style mac and cheese is one of those dishes that carries history in every bite. It’s not just comfort food—it’s heritage. This version, the classic custard-style baked mac and cheese, has been passed down through generations across the South. It’s the kind your grandma made for every holiday, the casserole that showed up at church potlucks, and the warm, golden dish that fed whole families with nothing more than simple pantry ingredients.

Unlike creamy stovetop mac and cheese, this version has a signature texture: firm enough to slice, yet rich and tender with pockets of melted cheese throughout. It’s the kind that makes you close your eyes when you take that first bite because it tastes exactly like you remember—warm, buttery, cheesy, and full of nostalgia.

Why Southern Mac and Cheese Has a “Custard” Texture

If you didn’t grow up with this style, the texture might surprise you at first. Instead of a béchamel (flour-and-butter) sauce, traditional Southern mac and cheese uses a mixture of eggs and evaporated milk.

This old-fashioned method gives the dish a smooth, silky firmness once baked—a true custard. It slices beautifully, holds its shape, and has that satisfying density that makes it feel like a complete meal all by itself.

The evaporated milk brings richness, and the eggs gently bind everything together while the cheddar melts into the casserole. It’s simple, it’s rustic, and it’s one of the most dependable ways to make baked mac and cheese without worrying about curdled sauces or watery results.

A close-up of creamy Southern baked macaroni and cheese in a casserole dish, with a golden brown crust, melted cheddar, and a spoon lifting a cheesy scoop.

FAQ

Can I use regular milk instead of evaporated milk?

Yes, but the texture will be looser. Evaporated milk gives the classic thick, custard-style finish.

Why does Southern mac and cheese use eggs?

Eggs help the casserole set firmly, creating the old-fashioned sliceable texture.

Can I make this ahead of time?

Yes! Assemble up to 24 hours ahead. Cover and refrigerate, then bake as directed.

What’s the best cheese for Southern mac and cheese?

Sharp cheddar melts beautifully and gives bold flavor, but you can mix in Colby or Monterey Jack.

Why does my mac and cheese come out dry?

You may be overbaking it. Remove when edges bubble and the top just begins to brown.

Can I freeze baked mac and cheese?

Yes! Wrap tightly and freeze for up to 2 months. Thaw in the fridge and reheat covered.

The Best Southern-Style Mac and Cheese (Old-Fashioned Custard Style)

Recipe by Cookfosters Kitchen
0.0 from 0 votes
Course: Side Dish, Main CourseCuisine: Southern, Soul Food, AmericanDifficulty: Medium
Servings

16

servings
Prep time

15

minutes
Cooking time

45

minutes
Calories

420

kcal
20 minutes
Total time

1

hour 

20

minutes

This Southern-style mac and cheese is baked custard-style with eggs, evaporated milk, and cheddar cheese. Rich, creamy, and golden on top—perfect for holidays and Sunday dinners.

Ingredients

  • 1 lb elbow macaroni

  • 24 oz cheddar cheese, shredded (reserve 2 cups for top)

  • 36 oz evaporated milk (3 cans, 12 oz each)

  • 3 eggs

  • tsp salt

  • 1 tsp pepper

  • 1 tsp dry mustard

  • Pinch cayenne pepper

  • ½ stick (¼ cup) butter, sliced

Directions

  • Cook the macaroni in salted water one minute less than al dente, then drain and set aside.
  • Shred all the cheddar cheese, reserving two cups for the topping.
  • In a bowl, whisk together the evaporated milk, eggs, salt, pepper, mustard powder, and cayenne until smooth.
  • Spray a 13×9 baking dish with cooking spray.
  • Layer noodles and cheese in the dish, starting with cheese, creating about four layers.
  • Sprinkle the reserved two cups of cheese evenly over the top.
  • Pour the milk mixture evenly over the layered noodles and cheese.
  • Add thin slices of butter across the top.

Notes

  • For extra creaminess, add ½ cup more shredded cheddar between layers. Letting the mac and cheese rest for 20 minutes is key—it helps the custard set so you get clean, sliceable servings.

Southern-style mac and cheese is more than a recipe—it’s a tradition passed from one generation to the next. With simple ingredients, old-fashioned technique, and that unmistakable custard-style texture, this baked macaroni brings comfort to any table. Whether you serve it at Sunday dinner, a holiday feast, or a family gathering, it always delivers that warm, familiar taste everyone loves. Make it once, and it’ll become the version your family asks for every time.