Southern 3-Ingredient Baked Mac and Cheese
This 3-ingredient baked mac and cheese is the ultimate easy comfort food when you want a creamy, cheesy casserole without a complicated recipe. Made with just elbow macaroni, whole milk, and sharp cheddar cheese, this Southern-inspired mac and cheese comes together in one baking dish.
There’s no roux, no separate cheese sauce, and no pile of extra ingredients. The uncooked macaroni bakes directly in the milk and cheese, creating tender pasta surrounded by a rich, creamy cheese mixture and finished with a golden, bubbly cheddar crust.
It’s an especially great Southern side dish for Sunday dinner, church potlucks, holidays, family gatherings, and weeknight meals.
Why You’ll Love This 3-Ingredient Mac and Cheese
- Only 3 main ingredients — simple and budget-friendly.
- One-dish recipe — less cleanup after dinner.
- No stovetop cheese sauce — everything bakes together.
- Creamy and cheesy — whole milk and cheddar create a comforting texture.
- Golden cheese crust — the top becomes beautifully browned and bubbly.
- Perfect for gatherings — makes enough for 6–8 servings.
- Easy to customize — adjust the cheese or milk to suit your family.
Ingredients
- 16 ounces uncooked elbow macaroni
- 6 cups whole milk
- 6 cups shredded sharp cheddar cheese, divided
How to Make Southern 3-Ingredient Baked Mac and Cheese
1. Prepare the oven
Preheat your oven to 350°F (175°C). Lightly grease a 9×13-inch casserole dish if desired.
2. Add the macaroni
Pour the uncooked elbow macaroni into the casserole dish and spread it into an even layer.
3. Add the cheese
Sprinkle 4 cups of shredded sharp cheddar cheese evenly over the dry macaroni. Reserve the remaining 2 cups for the topping.
4. Pour in the milk
Slowly pour the whole milk over the macaroni and cheese, making sure the pasta is well moistened. Gently press the macaroni down so the milk can work its way around the noodles.
Give everything a gentle stir to distribute the ingredients.
5. Bake covered
Cover the casserole tightly with aluminum foil and bake for approximately 45 minutes, or until the macaroni is mostly tender and the mixture is hot and bubbling.
6. Stir and add the remaining cheese
Carefully remove the foil and gently stir the macaroni from the bottom of the dish. Smooth the mixture into an even layer.
Sprinkle the remaining 2 cups of cheddar cheese over the top.
7. Bake until golden
Return the casserole to the oven uncovered and bake for another 20–25 minutes, until the cheese is melted, bubbling, and golden brown around the edges.
For an extra-crispy cheese topping, broil for 1–3 minutes, watching carefully so the cheese doesn’t burn.
8. Rest and serve
Let the baked macaroni and cheese rest for 10 minutes before serving. This allows the creamy cheese mixture to thicken slightly and makes it easier to scoop.
Serve warm with plenty of that golden cheese crust on top.
What to Serve With Baked Mac and Cheese
This Southern baked mac and cheese is a versatile side dish that pairs beautifully with:
- Fried or baked chicken
- Meatloaf
- Green beans
- Roasted broccoli
- Garden salad
- Cornbread
- Dinner rolls
- Fruit salad
It’s also an excellent Thanksgiving, Christmas, Easter, and Sunday dinner side dish.
Tips for the Best 3-Ingredient Baked Mac and Cheese
Want it extra creamy? Add another ½ to 1 cup of milk when you uncover the casserole if the macaroni looks too dry.
Prefer a milder flavor? Replace some of the sharp cheddar with mild cheddar while keeping the total cheese amount the same.
Love soft macaroni? Add another 5–10 minutes to the covered baking time.
Want a richer casserole? Replace up to 1 cup of the whole milk with half-and-half or heavy cream.
For an extra-crispy top: Finish the casserole under the broiler for 1–3 minutes, watching it closely.
Make-Ahead Instructions
You can assemble the casserole ahead of time by adding the macaroni, cheese, and milk to the baking dish. Cover tightly and refrigerate for up to 8 hours.
When you’re ready to bake, place the cold casserole in the oven and add approximately 10 minutes to the covered baking time. Make sure the macaroni is fully tender and the center is hot before serving.
Frequently Asked Questions
Can I make baked mac and cheese with only 3 ingredients?
Yes. This easy version uses uncooked elbow macaroni, whole milk, and shredded cheddar cheese. The ingredients bake together in one casserole dish.
Do I have to cook the macaroni first?
No. The macaroni goes into the casserole dish uncooked. The milk provides the moisture needed to cook the pasta during baking.
What cheese is best for baked mac and cheese?
Sharp cheddar gives this recipe a bold, cheesy flavor. You can also combine sharp and mild cheddar for a softer flavor.
How do I make the top extra crispy?
After the casserole is completely baked, place it under the broiler for 1–3 minutes until the cheese is deeply golden. Watch it carefully because it can brown quickly.
Can I make this mac and cheese ahead of time?
Yes. Assemble it up to 8 hours ahead, refrigerate it covered, and add about 10 minutes to the covered baking time when cooking from cold
