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Baked Mac and Cheese with a buttery cornbread crust is the Southern, soul-food-style casserole that disappears faster than anything else on the table. I threw this together on a busy Sunday using leftover cornbread, and Maddie called the crunchy top the best part while Lizzie dove for the gooey middle. It is the ultimate potluck side, right up there with our Southern Collard Greens.
A creamy homemade cheddar sauce, tender elbow macaroni, and a golden cornbread crumb topping come together into the kind of baked mac and cheese that tastes like Grandma made it.
Baked Mac and Cheese Quick Look
- 🕒 Prep Time: 15 minutes
- 🌡️ Cook Time: 40 minutes
- ⏳ Total Time: 55 minutes
- 🍽️ Serving: 12 servings
- ⚡ Calories: 408kcal
- 🌶️ Flavor Profile: Rich, cheesy, and savory with a buttery cornbread crunch
- ✋ Difficulty: Easy, about as simple as our Grandma’s Crispy Fried Chicken
Quick Answer
Cook elbow macaroni al dente. Make a quick roux with butter, flour, and seasonings, then slowly whisk in whole milk, temper in an egg, and stir in sharp cheddar until smooth. Toss the sauce with the noodles, pour into a baking dish, top with more cheddar and buttered cornbread crumbs, and bake at 350 degrees F for about 30 minutes until golden and bubbly.
Jump to:
- Baked Mac and Cheese Quick Look
- Quick Answer
- Why This Recipe Works
- Why You’ll Love This Recipe
- Key Ingredients
- Variations and Substitutions
- How to Make Baked Mac and Cheese
- Recipe Tips & Tricks
- Serving Ideas and Suggestions
- Baked Mac and Cheese FAQs
- Other Recommended Soul Food Recipes
- Baked Mac and Cheese with Cornbread Crust
Why This Recipe Works
Click to see the technique science
- A real roux makes it creamy. The butter-and-flour base thickens the milk into a silky sauce that never breaks or turns grainy.
- Tempering the egg adds richness. Slowly whisking in an egg gives the sauce a custardy, set texture once baked, classic soul-food style.
- Sharp cheddar brings the flavor. Freshly shredded sharp cheddar melts smoother and tastes bolder than pre-shredded bagged cheese.
- Cornbread crumbs beat breadcrumbs. Leftover cornbread toasts into a sweet, buttery, golden crust you simply cannot get from plain breadcrumbs.
- Mustard powder wakes everything up. A little mustard powder deepens the cheesy flavor without tasting like mustard at all.
- Baking sets it into a sliceable casserole. Time in the oven firms the mac into neat, scoopable squares instead of a loose stovetop mac.
Why You’ll Love This Recipe
- It feeds a crowd, making it the perfect potluck, holiday, or Sunday-dinner side dish.
- That buttery cornbread crust gives every bite a crunchy, golden top, the same comfort-food magic as our Southern Yellow Fried Squash.
- It is made completely from scratch with simple ingredients and no processed cheese product in sight.
Key Ingredients
Just a handful of pantry staples come together for this Baked Mac and Cheese, and the leftover cornbread crust is what sets it apart.
- Elbow Macaroni: Cook it just to al dente so it does not turn mushy after baking in all that sauce.
- Sharp Cheddar: Shred it yourself for the smoothest melt and the boldest, tangiest cheese flavor.
- Whole Milk: The fat keeps the cheese sauce rich and silky; skim milk makes it thin.
- Cornbread Crumbs: Leftover cornbread or crumbled cornbread muffins toast into a sweet, golden, soul-food crust.
- Mustard Powder: The secret ingredient that deepens the cheesy flavor without tasting like mustard.
- Egg: Tempered into the warm sauce, it gives the casserole its signature custardy, sliceable texture.
See recipe card for exact quantities.
Variations and Substitutions
This Baked Mac and Cheese is easy to make your own depending on what is in the fridge.
- Mix the cheeses: Swap in Gruyere, Monterey Jack, or smoked gouda for part of the cheddar.
- Add a protein: Fold in cooked bacon, ham, or shredded chicken to turn it into a main dish.
- No cornbread? Use Ritz or panko: Buttered cracker crumbs or panko still give you a crunchy top.
- Spice it up: A pinch of cayenne or a few dashes of hot sauce in the sauce adds a gentle kick.
- Make it gluten-free: Use gluten-free elbows, a gluten-free flour blend, and gluten-free cornbread.
How to Make Baked Mac and Cheese
- Melt the butter in a saucepan, then whisk in the flour, mustard powder, salt, garlic powder, onion powder, and black pepper. Cook for about 30 seconds to make a roux.
- Very slowly stream in the whole milk while whisking constantly. Simmer for about 3 minutes until thickened, then temper in the beaten egg.
- Whisk in half of the shredded sharp cheddar until fully melted and the sauce is smooth and glossy.
- Stir the cooked macaroni into the cheese sauce, pour everything into a greased baking dish, and top with the remaining cheddar.
- Toss the cornbread crumbs in melted butter and scatter them evenly over the top of the casserole.
- Bake at 350 degrees F for about 30 minutes until the top is golden brown and bubbly. Let cool 10 minutes, then garnish with parsley and serve.
Recipe Tips & Tricks
- Shred your own cheese. Bagged shredded cheese is coated in starch that keeps it from melting smoothly.
- Do not overcook the noodles. Boil them just to al dente since they keep cooking in the oven.
- Temper the egg slowly. Whisk a little warm sauce into the egg first so it does not scramble when added.
- Use day-old cornbread. Slightly stale cornbread crumbles better and toasts into a crunchier crust.
- Let it rest before serving. Ten minutes out of the oven helps the casserole set so it scoops cleanly.
- Double it for a crowd. Bake in a 9×13 dish for holidays and potlucks; it never lasts long.
Serving Ideas and Suggestions
This Baked Mac and Cheese is the ultimate soul-food side. Serve it next to our Crispy Southern Fried Chicken and a big pot of Southern Collard Greens for a true Sunday-dinner spread.
It is right at home on any holiday or potluck table. Round out the plate with Classic Potato Salad and Southern Yellow Fried Squash for a feast everyone remembers.
Leftovers reheat beautifully, so do not be shy about making a full pan. A scoop alongside fried catfish the next night is pure comfort.
Baked Mac and Cheese FAQs
Sharp cheddar is the classic choice for its bold flavor and smooth melt. For extra depth, blend it with Gruyere, Monterey Jack, or smoked gouda. Always shred the cheese yourself, since pre-shredded cheese is coated in starch that keeps it from melting cleanly.
Yes. The cornbread crust is the soul-food signature, but buttered panko, crushed Ritz crackers, or plain breadcrumbs all give you a crunchy golden top. Cornbread just adds that sweet, Southern flavor you cannot get any other way.
Absolutely. Assemble the whole casserole, cover, and refrigerate for up to a day before baking. Add the buttered cornbread topping right before it goes in the oven, and add about 10 minutes to the bake time since it starts cold.
Reheat individual portions in the microwave with a splash of milk to loosen the sauce, or warm the whole dish covered in a 325 degree F oven until heated through. The milk keeps it creamy instead of dried out.
The egg is a soul-food trick that gives the casserole a custardy, set texture so it slices into neat squares instead of staying loose like stovetop mac. Just temper it slowly into the warm sauce so it does not scramble.
It is a perfect side for fried chicken, collard greens, BBQ ribs, fried catfish, ham, and just about any Southern or holiday main. It is hearty enough to round out almost any comfort-food plate.
Round out your soul-food spread with our Best Louisiana Fried Chicken next.
Scoop this mac and cheese next to our rich Southern braised oxtails for the ultimate soul food plate.
Round out pasta night with our thick, savory meat sauce over your favorite noodles.
Short on oven space? Try our slow cooker mac and cheese, made hands-off in the crock with no boiling.
Our pizza pasta casserole is a saucy, cheesy bake that feeds a hungry crowd.
Love cornbread? Try our buttery slow cooker cornbread dressing for the holidays.
Baked Mac and Cheese with Cornbread Crust
Ingredients
- 4 tablespoons unsalted butter divided
- 3 tablespoons all-purpose flour
- 1 tablespoon mustard powder
- 1 teaspoon kosher salt
- ½ teaspoon garlic powder
- ½ teaspoon onion powder
- ¼ teaspoon black pepper
- 3 cups whole milk
- 1 large egg
- 16 ounces shredded sharp cheddar cheese
- ½ pound elbow macaroni cooked al dente and drained
- 1 ½ cups leftover cornbread crumbs or two cornbread muffins crumbled
- Fresh chopped parsley for garnish optional
Instructions
- Preheat the oven to 350°F. Spray an 11×7 baking dish with baking spray, set aside. Add 3 tablespoons of butter to a medium-sized saucepan.4 tablespoons unsalted butter
- Once melted add the flour, mustard powder, salt, garlic powder, onion powder, and black pepper, whisk to combine. Cook for 30 seconds whisking constantly.3 tablespoons all-purpose flour, 1 tablespoon mustard powder, 1 teaspoon kosher salt, ½ teaspoon garlic powder, ½ teaspoon onion powder, ¼ teaspoon black pepper
- Very slowly stream in the milk while whisking constantly. Bring to a simmer and simmer for 3 minutes, whisking constantly until thickened. Temper in the egg and take off the heat.3 cups whole milk, 1 large egg
- Add ¾ of the cheddar and whisk it in until melted.16 ounces shredded sharp cheddar cheese
- In a large bowl, mix together the cooked noodles and the cheese sauce. Pour everything into the baking dish. Top with the remaining cheese.½ pound elbow macaroni
- In a medium-sized microwave-safe bowl, melt the butter in the microwave. Add the cornbread crumbs and toss in the butter. Evenly scatter this mixture over the baking dish.1 ½ cups leftover cornbread crumbs
- Bake for 30 minutes until the top is golden brown and the casserole is bubbly. Let cool 10 minutes before serving. Garnish with parsley, optional.Fresh chopped parsley for garnish
Notes
- You can use any of your favorite cheeses, we like sharp cheddar because it really brings the cheese flavor through.
- Make sure that you use freshly shredded cheese.
- Cornbread really makes a nice contrast for the topping but if you do not have any on hand you can substitute with panko breadcrumbs.
- This can be frozen, see my tips above.
- Any smaller pasta will work with this recipe, we prefer elbow macaroni.
Nutrition
Love This Recipe?
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If you did it differently how can you give it one star?
This has 18-20 moderate portions. I normally only need to make this size even if it is for a holiday meal.
How many people will this serve? Do you normally double this or just follow the recipe as posted
Thank you so much for this recipe! I remember eating a mac and cheese like this when I was in school. It had a delicious crust on top. I have been looking everywhere on the internet trying to find a recipe that resembled that mac and cheese that I loved. I’ve seen recipes with bread crumbs and ritz crackers. None sounded like the one I was looking for. But I believe you nailed it with this one. Thank you so very much!! I will reply again after I make it and try it. Thanks again!!!
Sorry, never noticed that part was left out. After the milk mixture simmers for 10 minutes, you temper in the egg. I will update recipe now! Thank you!
Where does the egg come in? I’m guessing with the milk?
I make the cornbread first. Thanks for asking!
do have to make the cornbread first or do you use the mix from the jiffy box
Thanks so much! (C:
Oh wow! This looks too good to be true! I will be making this soon!