Southern Soul Food Images are for illustrative purposes only, may be inaccurate, and do not guarantee the presence or absence of specific ingredients. 
Serving Images are for illustrative purposes only, may be inaccurate, and do not guarantee the presence or absence of specific ingredients. Baked Macaroni and Cheese
Dive into this bubbling, ultra-cheesy baked macaroni, featuring a velvety sauce and a perfectly crisp, golden-brown crust. It is a decadent, crowd-pleasing masterpiece.
Contains common allergens
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Good to know
- Crispy
Matched from this dish's own ingredients and timing. Browse more: crispy recipes
Instructions
6 steps- 1
Prep the Oven and Pasta: Preheat the oven to 375°F (190°C). Bring a large pot of heavily salted water to a boil. Cook the elbow macaroni until just al dente (about 1 minute less than package instructions). Drain well and set aside.
- 2
Make the Roux: In a large saucepan, melt the butter over medium heat. Whisk in the flour and cook constantly for 1 to 2 minutes until it becomes a light, bubbly paste (do not let it brown).
- 3
Build the Béchamel: Gradually whisk the warmed whole milk into the roux in a slow, steady stream to prevent lumps. Continue whisking and simmering for 3 to 5 minutes until the sauce thickens enough to coat the back of a spoon.
- 4
Create the Cheese Sauce: Remove the saucepan from the heat. Stir in the mustard powder, smoked paprika, salt, and pepper. Gradually fold in 3 cups of the cheddar cheese and all of the gruyere until melted into a smooth, velvety cheese sauce.
- 5
Combine: Pour the cheese sauce over the cooked macaroni, folding gently until every noodle is heavily coated. Pour the mixture into a greased 9x13-inch baking dish.
- 6
Bake: Sprinkle the remaining 1 cup of cheddar cheese evenly over the top. Bake uncovered for 25 to 30 minutes, until the edges are bubbling and the cheese topping is beautifully browned and slightly crusty. Let rest 10 minutes before serving.
Images are for illustrative purposes only, may be inaccurate, and do not guarantee the presence or absence of specific ingredients. Listahan Family Score™
74/100
Good fit for most families
Score reflects how well this recipe fits a typical busy household. In the app, your Family Score is personalized to your household's allergens, kids, and pantry.
Nutrition
per serving1345
Calories
62 g
Protein
104 g
Carbs
75 g
Fat
Estimated per serving. Actual values depend on the brands and portions you use.
Listahan cooking guide
Chef notes & practical guide
Technique notes, ingredient swaps, serve-alongside ideas, storage guidance, and equipment for this recipe.
Cultural context
Baked macaroni and cheese became a Southern soul-food centerpiece through cooks like James Hemings, who learned French gratins while enslaved by Thomas Jefferson and helped popularize the dish in America. In Black Southern tradition it earned a near-ceremonial status at holiday and Sunday tables, baked until the top crusts rather than served loose from a pot.
Listahan note
This version builds a real bechamel from a butter-and-flour roux and warmed milk, then folds in freshly grated cheese off the heat so the sauce stays velvety, and reserves a cup of cheddar to brown into a crusty top.
Technique cues
- Cooking the macaroni one minute shy of al dente keeps it from turning soft during the 25-to-30-minute bake.
- Warming the milk before streaming it into the roux prevents the sauce from seizing and lumping as it thickens.
- Melting the cheese off the heat is deliberate; boiling cheese sauce breaks and turns grainy, so the pan comes off the burner first.
Kitchen flow
- Parallel prep
- Boil the macaroni and grate all the cheese while the roux cooks so the sauce comes together without waiting.
- Make-ahead
- Assemble the dish unbaked and refrigerate up to a day; add 10 minutes to the bake from cold.
- Leftover move
- Cut cold leftovers into squares and pan-fry the edges crisp for a next-day treat.
- Cleanup rhythm
- Soak the roux saucepan in hot water immediately, since cheese sauce welds on as it cools.
Ingredient brief
Role, handling, and swap guidance for each key ingredient.
sharp cheddar cheese, freshly grated
Primary cheese
Purpose: Its tang carries the dish, and the reserved cup browns into the signature crusty top.
Handling: Grate from a block yourself, since pre-shredded cheese is coated with starch that makes the sauce gritty.
Adaptation: A mix of sharp and extra-sharp deepens flavor; avoid mild cheddar, which tastes flat after baking.
gruyere or colby jack cheese
Melting cheese
Purpose: It adds smooth meltability and nutty depth that cheddar alone lacks.
Handling: Grate and fold in fully off the heat until the sauce is glossy.
Adaptation: Monterey Jack melts just as smoothly with a milder, less nutty profile.
whole milk, warmed
Bechamel liquid
Purpose: Its fat makes the sauce rich and the warmth keeps the roux from clumping.
Handling: Warm before whisking in gradually in a steady stream.
Adaptation: Half-and-half makes it richer; skim milk thins the sauce and dulls the body.
unsalted butter and all-purpose flour
Roux thickener
Purpose: Cooked together they thicken the milk into a sauce that coats every noodle.
Handling: Whisk and cook 1 to 2 minutes to a bubbly paste without letting it brown.
Adaptation: A cornstarch slurry can thicken in a pinch but lacks the roux's body and toasty note.
mustard powder
Flavor sharpener
Purpose: It quietly amplifies the cheese without reading as mustard, a classic mac trick.
Handling: Stir in off the heat with the paprika before the cheese.
Adaptation: A teaspoon of prepared Dijon works, though it adds slight moisture to the sauce.
Technique notes
- Always grate from a block; the anti-caking starch on bagged shreds makes the sauce sandy.
- Take the pan off the heat before adding cheese so it melts smooth instead of breaking into oil and curds.
- Let the baked dish rest 10 minutes before cutting so the sauce sets enough to hold a clean square.
Ingredient swaps
- Gluten-free direction
- Use gluten-free elbows and thicken the sauce with a cornstarch slurry instead of a flour roux.
- Weeknight shortcut
- Skip the bake and serve it stovetop straight after folding in the cheese; you lose only the crusty top.
- Lower-sodium direction
- Choose a lower-sodium cheddar and season the bechamel lightly, leaning on the mustard powder for flavor.
Serve alongside
- Stewed collard greens
- Southern fried chicken
- Candied yams
- Honey-glazed ham
- Iced sweet tea
- Sparkling water with lemon
- Crisp pinot grigio
Serving suggestions only — check pairings for your household's allergens.
Storage & reheating
- Refrigerate in an airtight container for up to 4 days.
- Reheat covered in a 350F oven with a splash of milk stirred in to loosen the sauce.
- Freeze portions up to 2 months; thaw overnight in the fridge before reheating.
Equipment
- Large saucepan for the bechamel
- Box grater
- 9x13-inch baking dish
- Balloon whisk
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