Southern 3-Ingredient Baked Mac and Cheese

Southern 3-Ingredient Baked Mac and Cheese
This Southern 3-Ingredient Baked Mac and Cheese is creamy, cheesy, and incredibly easy to make. With just pasta, milk, and sharp cheddar cheese, you can create a comforting homemade casserole that’s perfect for family dinners, holidays, potlucks, or busy weeknights.
Everything bakes together in one dish, creating tender macaroni with a rich, golden cheesy topping.
Ingredients
| Ingredient | Amount | Notes |
|---|---|---|
| Elbow macaroni | 16 oz (1 lb) | Uncooked |
| Whole milk | 6 cups | Creates creamy texture |
| Sharp cheddar cheese | 6 cups (1½ lbs) | Shredded and divided |
Directions
Step 1: Preheat the Oven
Preheat oven to 350°F (175°C). Lightly grease a 9×13-inch casserole dish.
Step 2: Add Pasta and Cheese
Spread the uncooked macaroni evenly into the baking dish. Sprinkle 4 cups of the shredded cheddar cheese over the pasta.
Step 3: Pour in the Milk
Slowly pour the milk evenly over the pasta and cheese. Press down gently with a spoon to help moisten the noodles.
Step 4: Mix Lightly
Stir gently just enough to combine the ingredients while keeping everything mostly in an even layer.
Step 5: Bake Covered
Cover the dish tightly with foil and bake for 45 minutes, until the pasta is tender and the mixture is bubbling.
Step 6: Add Remaining Cheese
Remove the foil and stir gently. Smooth the mixture evenly, then sprinkle the remaining 2 cups of cheddar cheese over the top.
Step 7: Bake Uncovered
Return the dish to the oven and bake uncovered for 20–25 minutes, until the cheese is melted, golden, and lightly crisp around the edges.
Step 8: Rest and Serve
Let the mac and cheese rest for 10 minutes before serving so it thickens slightly.
Optional Add-Ins
- Black pepper
- Butter
- Cooked bacon
- Paprika
- Breadcrumb topping
Serve warm as a main dish or alongside fried chicken, meatloaf, ham, or roasted vegetables.



