This southern 5-ingredient baked macaroni and cheese is the one that had the church ladies practically cornering me in the fellowship hall, asking how on earth I got it so gooey and rich with such a short ingredient list. It’s very much in the spirit of old-school Southern potlucks: simple pantry staples, no fussy roux, and a glass casserole dish bubbling over with sharp cheddar and crispy brown edges. If you’re juggling work, kids, and a social life but still want that from-scratch, Sunday-supper vibe, this is the kind of recipe you can pull together on a weeknight and still be proud to bring to any gathering.
Serve this macaroni and cheese piping hot straight from the glass casserole dish, with a big green salad or steamed broccoli to balance the richness. It’s perfect next to baked or fried chicken, ham, or meatloaf for that classic Southern-style plate. At potlucks, I like to park it on the table with collard greens, green beans, and cornbread so everyone can scoop a little of everything. For a cozy weeknight dinner, pair it with roasted vegetables and sliced tomatoes, and maybe a simple fruit salad for dessert to keep things easy.
Southern 5-Ingredient Baked Macaroni and CheeseServings: 6-8
Ingredients
8 ounces elbow macaroni (about 2 cups dry)
3 cups shredded sharp cheddar cheese, divided
2 cups whole milk
2 large eggs
1 teaspoon kosher salt (plus more for pasta water)
Directions
Preheat your oven to 350°F (175°C). Lightly grease a 2-quart glass casserole dish so the macaroni and cheese doesn’t stick and those edges can crisp up nicely.
Bring a large pot of well-salted water to a boil. Add the elbow macaroni and cook until just shy of al dente, about 1–2 minutes less than the package directions. You want the pasta to still have a little bite since it will finish cooking in the oven.
Drain the macaroni well and let it sit in the colander for a minute or two so excess water can steam off. This helps the sauce cling to the pasta instead of getting watery.
While the pasta drains, whisk together the whole milk, eggs, and kosher salt in a large bowl until the mixture is smooth and the eggs are fully combined. This simple custard base is what makes the macaroni and cheese set up creamy and rich without needing a separate cheese sauce.
Stir 2 cups of the shredded sharp cheddar cheese into the milk and egg mixture. It won’t fully melt yet, and that’s okay—you just want it evenly distributed so every bite of pasta gets some cheese.
Add the drained macaroni to the bowl and gently fold everything together until the pasta is evenly coated in the cheesy custard. Take a second to make sure there aren’t any pockets of dry pasta hiding at the bottom.
Pour the macaroni mixture into the prepared glass casserole dish, spreading it out into an even layer. Use a spatula to nudge pasta into the corners so it bakes up evenly.
Sprinkle the remaining 1 cup of shredded sharp cheddar cheese evenly over the top. Try to cover the surface all the way to the edges—this is what gives you that bubbly, golden brown top and irresistibly crispy edges.
Bake uncovered in the preheated oven for 30–35 minutes, or until the casserole is bubbling around the edges, the top is melted and deep golden in spots, and the center looks set when you gently jiggle the dish.
For extra crispy edges and deeper browning on top (the part everyone fights over at church), switch the oven to broil for 1–3 minutes at the end. Watch closely so it doesn’t burn; you’re just going for a toasty, caramelized cheese crust.
Remove the macaroni and cheese from the oven and let it rest for about 10 minutes before serving. This short rest helps the custard finish setting so you get neat, scoopable squares with a gooey, cheesy middle and those picture-perfect browned edges.
Variations & Tips
To keep it truly five ingredients, I stick to the basics here, but there are a few easy tweaks you can make once you’ve tried the original. For extra flavor, swap half of the sharp cheddar for extra-sharp or a smoked cheddar, or stir in a small handful of finely grated Parmesan (this technically adds an ingredient, but a couple tablespoons go a long way). If you like a little heat, add a pinch of cayenne or black pepper to the milk and egg mixture. For a creamier texture, you can replace 1/2 cup of the milk with heavy cream or evaporated milk. If you need to prep ahead, assemble the dish up to the point of baking, cover, and refrigerate for up to 24 hours; when ready to bake, let it sit on the counter while the oven heats and add 5–10 extra minutes to the bake time. Leftovers reheat well in the oven, covered with foil, at 325°F until warmed through—add a small splash of milk before reheating to bring back some creaminess.
