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Southern Baked Macaroni and Cheese Casserole

This creamy and delicious baked mac and cheese is the perfect comfort food side dish for any meal.
Course Side Dish
Cuisine comfort food
Keyword Baked Macaroni and Cheese Casserole
Prep Time 15 minutes
Cook Time 30 minutes
Total Time 45 minutes
Servings 8 servings
Author I Heart Recipes


  • 3 cups uncooked elbow macaroi
  • 6 tbsp salted butter
  • 3 tbsp all purpose flour
  • 3 1/2 cups half & half
  • 2 tsp seasoning salt
  • 1 tsp ground black pepper
  • 16 oz sharp cheddar cheese shredded
  • 8 oz mozzarella cheese shredded
  • 1/2 cup Italian panko bread crumbs


  • to get started with this amazing southern baked macaroni and cheese casserole, you will have to bring some water to a boil, over high heat.
  • Once the water is boiling, add in the 3 cups of uncooked elbow macaroni pasta, and cook until it's nice and firm, but not overly cooked.
  • Next, toss 4 tbsp of salted butter into a large sauce pan, and melt over medium heat.
  • Once the butter is melted, sprinkle in 3 tbsp of all purpose flour.
  • Whisk the flour with the butter, and make sure that there aren't any lumps.
  • Now pour the half & half into the sauce pan, and whisk until smooth.
  • Let the flour, butter, and half & half mixture cook until it starts to thicken, then reduce the heat to low medium.
  • Add in 8 oz of shredded sharp cheddar cheese, and mix until well incorporated. 
  • Sprinkle the seasoning salt & black pepper in the cheese sauce, and stir.
  • Place the cooked & drained elbow macaroni pasta into a large bowl, then add in the cheese sauce.
  • Fold the macaroni and cheese sauce until everything is well incorporated.
  • Grab a 9x13 bake dish, and butter or lightly oil it.
  • Combine the remaining shredded sharp cheddar cheese with the shredded mozzarella cheese.
  • Add a layer of the macaroni and cheese at the bottom of the bake dish, then top with a heavy layer of cheese.  Repeat
  • Melt two tbsp of salted butter, and combine it with the Italian panko bread crumbs.
  • Top the creamy macaroni and cheese casserole with the buttery panko bread crumbs.
  • Bake in the oven, uncovered, on 350 F for about 25-30 minutes.
  • Serve & enjoy the best ever southern baked macaroni and cheese casserole!!



For best results buy blocks of cheese, and shred it yourself! Store bought shredded cheese has added ingredients, and it doesn't melt as good.