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    Home » Recipes » Side Dish Recipes

    Published: Mar 4, 2026 by Jeremy Klae · This post may contain affiliate links · Leave a Comment

    Southern Baked Mac and Cheese

    Jump to Recipe Jump to Video Print Recipe

    This Southern Baked Mac and Cheese is rich, ultra-creamy, and loaded with layers of perfectly melted cheese. Made with evaporated milk, heavy cream, Velveeta, sharp cheddar, mozzarella, and pepper jack, this version focuses on smooth texture and deep flavor — not heat. The seasoning blend adds savory depth without overpowering the dish, and the final layer of melted cheddar on top bakes up beautifully golden and bubbly.

    It’s comforting, satisfying, and perfect for Sunday dinner, holidays, or any time you want a true Southern-style baked mac and cheese. It’s the perfect side dish for classics like Chicken Fried Steak, Southern Smothered Pork Chops, Classic Southern Meatloaf, or served alongside Creamy Southern Mashed Potatoes and Southern Style Buttermilk Biscuits for a full comfort food meal.

    If you’re looking for more Southern comfort food and side dish recipes, you can browse all of my recipes here.

    Southern baked Mac & Cheese in a large vintage white dish with a spatula full of sliced macaroni and cheese.
    YouTube video
    Jump to:
    • Why You'll Love This Recipe
    • What Makes This Version Different?
    • Ingredients
    • Step-by-Step Instructions
    • Expert Tips
    • What to Serve with Southern Baked Mac and Cheese
    • Recipe FAQs
    • More Recipes You'll Love
    • 📖 Recipe

    Why You'll Love This Recipe

    This baked mac and cheese is incredibly creamy thanks to the combination of evaporated milk, heavy cream, butter, and Velveeta, which creates a smooth and stable cheese base. The blend of sharp cheddar, mozzarella, and pepper jack gives you flavor, melt, and stretch without making the dish spicy. The seasonings enhance the cheese rather than compete with it, creating a balanced, savory flavor in every bite. It’s rich without being heavy and creamy without being runny.

    It also pairs beautifully with hearty comfort dishes like Classic Southern Meatloaf, Chicken Fried Steak, or Southern Smothered Pork Chops.

    What Makes This Version Different?

    Unlike traditional egg-based Southern baked mac and cheese, this version relies on a creamy milk-and-cheese base instead of a custard structure. The evaporated milk and cream provide body, while Velveeta ensures everything melts smoothly and evenly.

    The Cajun seasoning in this recipe doesn’t make the dish spicy — it simply enhances the overall flavor profile with a subtle savory depth that complements the cheese beautifully.

    The result is a creamy, scoopable baked mac and cheese with a golden top and a smooth, velvety interior.

    Ingredients

    Southern Baked Mac and Cheese ingredients labeled and laid out on a wooden table.
    • Elbow macaroni
    • Chicken Bouillon Powder
    • Whole Milk
    • Evaporated Milk
    • Heavy Cream
    • Cajun Seasoning
    • Cayenne Pepper
    • Garlic Powder
    • Onion Powder
    • Kosher Salt
    • Salted Butter
    • Velveeta
    • Shredded Pepper Jack
    • Shredded Sharp Cheddar
    • Finely Shredded Mozzarella
    • Shredded Mild Cheddar (for topping)

    See the recipe card below for full ingredient and quantity information.

    Step-by-Step Instructions

    Velveeta Cheese being cubed on a wood cutting board.

    Step 1. Prep and Boil the Pasta

    Begin by slicing the butter, cubing the Velveeta, and shredding the cheeses.

    Bring a pot of water to a boil, stir in the chicken bouillon, then add the macaroni.

    Boil the pasta until just before al dente. You don’t want it fully cooked here.
    If it’s too soft now, it’ll turn mushy after baking.

    Once the pasta is done boiling, strain it and run it under cold water to stop the cooking process. That prevents carryover cooking and keeps the texture exactly where we want it.

    Then preheat the oven to 350 degrees Fahrenheit.

    Cooked elbow macaroni with a seasoned milk and cream mixture in a baking dish.

    Step 2. Make the Mac & Cheese Sauce

    Now, in the same pot used to boil the pasta, whisk together the whole milk, evaporated milk, Cajun seasoning, cayenne pepper, garlic powder, onion powder, and kosher salt.

    Make sure everything is fully combined before adding the pasta back in.

    Next, stir the cooked macaroni into the seasoned milk mixture until evenly coated.

    Cubed Velveeta Cheese and Butter in a creamy macaroni mixture.

    Step 3. Layer the Macaroni and Cheese

    Spoon about a quarter of the macaroni into the bottom of a 9-by-13 baking dish.

    Then layer in some of the sliced butter, cubed Velveeta, shredded pepper jack, and sharp cheddar.

    Repeat those layers until everything is used.

    I like for there to be big bites of gooey Velveeta in my mac and cheese.

    If you don’t, either cube it smaller than I have, or stir the mac and cheese about halfway through the cook time to evenly distribute it.

    Shredded cheddar cheese spread evenly over the top of a creamy macaroni mixture in a baking dish.

    Step 4. Top with Cheese and Bake

    Lastly, cover the top with shredded mild cheddar and mozzarella.

    Bake at 350 degrees for about 40 minutes, or until hot and bubbling around the edges.

    Then switch the oven to broil — about 550 degrees or the low broil setting — and watch it closely. You’re looking for bubbling edges and a deep golden crust across the top.

    Once it reaches your desired color, remove it from the oven and let it rest for at least 15 minutes before serving.

    Expert Tips

    ✔ Flavor the Pasta Water

    Adding chicken bouillon to the boiling water seasons the pasta from the inside out.

    ✔ Use Freshly Shredded Cheese

    Pre-shredded cheese doesn’t melt as smoothly.

    ✔ Don’t Overbake

    Bake just until the center is set and bubbly to keep it creamy.

    ✔ Let It Rest Before Serving

    The cheese thickens slightly as it cools, giving you the perfect consistency.

    What to Serve with Southern Baked Mac and Cheese

    This creamy Southern Baked Mac and Cheese pairs perfectly with classic comfort food favorites like Chicken Fried Steak, Southern Smothered Pork Chops, or Classic Southern Meatloaf. For the perfect Southern plate, serve it with Fried Okra, Creamy Southern Mashed Potatoes, or warm Southern Style Buttermilk Biscuits. Add a spoonful of Brown Gravy over the main dish and you’ve got a true Southern comfort food meal.

    Recipe FAQs

    Is this mac and cheese spicy?

    No. While it contains Cajun seasoning and a small amount of cayenne, the overall flavor is savory and balanced rather than spicy.

    Why use Velveeta?

    Velveeta melts smoothly and helps prevent the cheese sauce from separating.

    Can I make this ahead of time?

    Yes. Assemble, cover, and refrigerate. Bake when ready to serve.

    Can I freeze baked mac and cheese?

    Yes, though the texture may change slightly after reheating.

    Southern baked mac and cheese with a wooden spatula in a vintage baking dish.

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    If you made this Southern Baked Mac and Cheese, please leave a ⭐ rating and let me know how it turned out in the comments below.

    Don't forget to tag @chickenfriedkitchen on Instagram, Subscribe on YouTube, and Follow on Pinterest and Facebook! I'll see you there!

    📖 Recipe

    A melty slice of southern baked mac and cheese on a wooden spatula.

    Southern Baked Mac and Cheese

    This Southern Baked Mac and Cheese is ultra creamy and loaded with sharp cheddar, mozzarella, pepper jack, and Velveeta. A rich, cheesy comfort food classic baked until golden and bubbly.
    No ratings yet
    Print Pin Rate
    Course: Side, Side Dish, Sides
    Cuisine: American, Comfort Food, Soul Food, Southern, Southern Comfort
    Prep Time: 5 minutes minutes
    Cook Time: 1 hour hour
    Total Time: 1 hour hour 5 minutes minutes
    Servings: 12 Servings
    Calories: 478kcal
    Author: Jeremy Klae

    Ingredients

    • 16 Oz Elbow Macaroni
    • 2 tablespoon Chicken Bouillon Powder
    • ½ Cup Whole Milk
    • 2 - 12 Oz Cans Evaporated Milk
    • 1 Cup Heavy Cream
    • 1 tablespoon Cajun Seasoning
    • ½ teaspoon Cayenne Pepper
    • 1 tablespoon Garlic Powder
    • 1 tablespoon Onion Powder
    • 1 teaspoon Kosher Salt
    • ½ Cup Butter 1 Stick, sliced
    • 8 Oz Velveeta Cubed
    • 1 Cup Pepper Jack Cheese Shredded
    • 1 Cup Sharp Cheddar Cheese Shredded
    • 1 Cup Mozzarella Cheese Finely Shredded
    • 1 Cup Mild Cheddar Shredded, for topping

    Instructions

    • Slice the butter, cube the Velveeta, and shred the cheeses.
    • Bring a pot of water to a boil, stir in the chicken bouillon, then add the macaroni.
    • Boil the pasta until just before al dente.
    • Once the pasta is done boiling, strain it and run it under cold water to stop the cooking process.
    • Then preheat the oven to 350 degrees Fahrenheit.
    • in the same pot used to boil the pasta, whisk together the whole milk, evaporated milk, Cajun seasoning, cayenne pepper, garlic powder, onion powder, and kosher salt.
    • stir the cooked macaroni into the seasoned milk mixture until evenly coated.
    • Spoon about a quarter of the macaroni into the bottom of a 9-by-13 baking dish.
    • Layer in some of the sliced butter, cubed Velveeta, shredded pepper jack, and sharp cheddar. (See Notes)
    • Repeat those layers until everything is used.
    • Cover the top with shredded mild cheddar and mozzarella.
    • Bake at 350 degrees for about 40 minutes, or until hot and bubbling around the edges.
    • switch the oven to broil about 550 degrees or the low broil setting — and watch it closely. You’re looking for bubbling edges and a deep golden crust across the top.
    • Once it reaches your desired color, remove it from the oven and let it rest for at least 15 minutes before serving.

    Video

    YouTube video

    Notes

    Flavor the Pasta Water. Adding chicken bouillon to the boiling water seasons the pasta from the inside out.
    Use Freshly Shredded Cheese. Pre-shredded cheese doesn’t melt as smoothly.
    Don’t Overbake. Bake just until the center is set and bubbly to keep it creamy.
    Let It Rest Before Serving. The cheese thickens slightly as it cools, giving you the perfect consistency.
    Cube the Velveeta. I like for there to be big bites of gooey Velveeta in my mac and cheese. If you don’t, either cube it smaller than I have, or stir the mac and cheese about halfway through the cook time to evenly distribute it.

    Nutrition

    Calories: 478kcal | Carbohydrates: 34g | Protein: 19g | Fat: 29g | Saturated Fat: 18g | Polyunsaturated Fat: 1g | Monounsaturated Fat: 7g | Trans Fat: 0.3g | Cholesterol: 87mg | Sodium: 1017mg | Potassium: 265mg | Fiber: 2g | Sugar: 5g | Vitamin A: 1381IU | Vitamin C: 0.5mg | Calcium: 431mg | Iron: 1mg
    Tried this Recipe? Tag me Today!Mention @ChickenFriedKitchen or tag #chickenfriedkitchen!

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    A close up photograph of Jeremy Klae sitting on the front porch of a cabin.

    I'm Jeremy Klae and allow me to be the first to say, it's a pleasure meeting you. I believe that sharing food with friends and family is the most comforting thing a person can do. Which is why i'm here to share my recipes with you!

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