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Aunt Kizzy's macaroni and cheese recipe delivers that perfect Southern combination of creamy, cheesy goodness with a crispy golden top that everyone will beg for.
This isn't your basic boxed mac and cheese—it's a rich, velvety sauce with tender elbow macaroni, all topped with that coveted crunch that makes the dish unforgettable. The secret lies in the slow-cooked roux and perfectly balanced cheese blend that transforms ordinary pasta into a comforting masterpiece.
The magic begins with a simple roux made from butter and flour, cooked until it reaches that perfect nutty aroma before adding milk and cheese. This slow process creates a sauce that's impossibly smooth and rich, clinging to every strand of pasta without being overly heavy.
What sets this recipe apart is the crispy breadcrumb topping, which adds texture and depth that store-bought versions simply can't match.
By the time you're done, you'll have a dish that's creamy in the center with a perfectly crispy top, ready to be served with a side of green beans or a simple salad.
The aroma alone will have everyone gathering around the table, and each bite delivers that perfect balance of cheesy comfort and satisfying crunch. This is the kind of mac and cheese that becomes a family tradition.
Whether you're making it for a weeknight dinner or a special gathering, this recipe delivers restaurant-quality results with minimal effort. The best part? It reheats beautifully, so you can enjoy leftovers just as good as the first serving.
Let's get started on creating this Southern classic that's sure to become a household favorite.
Ingredients for aunt kizzy's macaroni and cheese
Six ingredients make this Southern classic—creamy, cheesy, and topped with crispy magic.
| Ingredient | Amount | Notes |
|---|---|---|
| Elbow Macaroni 🍝 | 1 ½ lbs | Dry, medium or elbow shape |
| Unsalted Butter 🧈 | ¾ cup | Cold, cut into small cubes |
| All-Purpose Flour 🌾 | ¾ cup | Sifted for smooth sauce |
| Whole Milk 🥛 | 4 cups | Full-fat for creaminess |
| Sharp Cheddar Cheese 🧀 | 2 cups | Shredded, block preferred |
| Medium Cheddar Cheese 🧀 | 1 ½ cups | Shredded, block preferred |
| Colby Jack Cheese 🧀 | 1 cup | Shredded, adds mild sweetness |
| Salt 🧂 | 1 ½ tsp | Kosher or sea salt |
| Ground Black Pepper 🌶️ | ½ tsp | Freshly ground preferred |
| Garlic Powder 🧄 | ½ tsp | For subtle depth |
| Panko Breadcrumbs 🍞 | ½ cup | For crispy topping |
| Butter (for topping) 🧈 | 2 tbsp | Melted, for richness |
| Dried Parsley 🌿 | 1 tbsp | Optional garnish |
The cheese blend is everything. Sharp cheddar for that tangy kick, medium cheddar for creaminess, and Colby Jack to keep it from being too heavy. Grab block cheese and shred it yourself—pre-shredded gets clumpy and ruins the texture. For the roux, cold butter is key—it prevents burning and gives that nutty flavor. Bob's Red Mill flour works great, but any all-purpose will do. The butter should be cut into tiny cubes so it melts evenly, creating that perfect smooth sauce without lumps.
No sharp cheddar? Extra sharp cheddar at half the amount works in a pinch. Out of panko? Toasted breadcrumbs from a baguette are just as crispy—trust me. The milk should be whole for that rich, velvety texture, but 2% works if that's all you have. For extra depth, add a pinch of smoked paprika to the cheese mix. The garlic powder is non-negotiable—it's what makes this taste like Aunt Kizzy's, not just any mac and cheese. If you're feeling fancy, add a splash of heavy cream at the end for extra decadence.
This reheats like a dream—even better the next day. Store leftovers covered in the fridge for 4-5 days, or freeze portions for 3 months. For the crispy topping, melt the butter and mix it with the breadcrumbs right before baking—this keeps it extra crunchy. Garnish with dried parsley if you've got it, but honestly, it's delicious without. The secret to that perfect crispy top? Don't skip the butter—it's what makes all the difference.
Why You'll Love This Recipe
- One-Pot Magic: I swear by this—just toss in the macaroni, melt the butter, and let the flour and milk turn into that velvety roux. No extra dishes, no fuss. The cheddar melts in so smoothly, you’ll forget it’s even cooking.
- Cheddar Overload: That sharp chedddar? It’s the star. Between us, I double the amount because you can never have too much gooey, salty-sweet cheese pulling those elbows together. Honestly, it’s the kind of flavor that makes you reach for seconds without thinking.
- Lunchbox Hero: Pack it cold for a picnic or reheat it for a quick dinner—this holds up like a champ. My kids take it to school, and I bring it to potlucks. The texture stays creamy, not gloppy, so it’s always a hit.
- Budget Stretch: Five ingredients, zero waste. The flour and butter make the most of every bite, and a block of cheddar lasts forever. I’ll be real: this is my go-to when I’m pinching pennies but still want something that tastes like a hug.
Step-by-step instructions for Aunt Kizzy's macaroni and cheese
Here's how to make this legendary Southern mac and cheese with that coveted crispy top.
Cook the Elbow Macaroni to Perfect Al Dente
Bring a large pot of water to a rolling boil and add the 1.5 lbs elbow macaroni. I like to use about 1 gallon of water for this quantity—it gives the pasta room to move and prevents sticking. Add 1 tablespoon salt to the water (about 1 tablespoon per pound of pasta) and stir to dissolve.
Cook the pasta for 1 minute less than the package instructions suggest. You want it al dente—firm to the bite but still tender. The pasta will finish cooking in the oven, and this prevents it from becoming mushy. Drain the pasta in a colander and set it aside, reserving 1 cup of pasta water in a small bowl. This starchy water is liquid gold for creating a silky sauce.
Make the Creamy Cheese Sauce
In a large, heavy-bottomed pot, melt the 0.75 cup unsalted butter over medium heat. Once the butter is fully melted and foaming, whisk in the 0.75 cup all-purpose flour all at once. Cook for 2-3 minutes, whisking constantly, until the mixture forms a smooth, pale roux. This step is crucial—don't walk away, or you'll risk burning the flour.
Gradually whisk in the 4 cups whole milk, about ½ cup at a time, allowing each addition to be fully incorporated before adding more. Once all the milk is added, bring the mixture to a gentle simmer and cook for 5-7 minutes, stirring frequently, until it thickens enough to coat the back of a spoon. Remove the pot from heat and stir in the 2 cups sharp cheddar cheese, 1.5 cups medium cheddar cheese, and 1 cup Colby Jack cheese until completely melted and smooth.
Combine Pasta and Sauce
Add the drained elbow macaroni to the cheese sauce and stir gently to coat each piece evenly. Season with 1.5 teaspoons salt, 0.5 teaspoon ground black pepper, and 0.5 teaspoon garlic powder. Taste and adjust the seasoning if needed—this is where you can really customize it to your preference. The sauce should be rich, creamy, and perfectly seasoned.
Transfer the macaroni and cheese mixture to a 9x13-inch baking dish, spreading it out evenly. The dish should be about ¾ full—this gives the crispy topping room to expand. If the sauce seems too thick, stir in 2-3 tablespoons of reserved pasta water to loosen it slightly. This ensures a smooth, creamy texture without being watery.
Create the Crispy Topping
In a small bowl, melt the 2 tablespoons butter designated for topping. Stir in the 0.5 cup panko breadcrumbs and 1 tablespoon dried parsley until evenly combined. The mixture should look like coarse, buttery crumbs ready to be sprinkled. Spread this topping evenly over the macaroni and cheese, pressing down gently with the back of a spoon to ensure good contact with the sauce.
Bake at 375°F for 20-25 minutes, until the top is deep golden brown and the edges are bubbling. The key here is patience—resist the urge to peek or prod the topping. Once it's golden and crispy, remove the dish from the oven and let it rest for 5 minutes before serving. This resting time allows the topping to set and the flavors to meld together.
Serve and Enjoy the Crispy Top
Use a spatula to gently lift the crispy topping, letting it crackle as you serve. The contrast between the creamy, cheesy macaroni and the crispy, buttery top is what makes this dish legendary. Serve immediately while the topping is still crunchy and the cheese is melty. This mac and cheese is best enjoyed fresh out of the oven—it's pure comfort food magic.
Pro tip: If you're serving a crowd, double the topping mixture. The extra crunch is always a hit, and it makes the dish feel even more special. Pair it with a simple green salad or some crusty bread to soak up every last bit of that cheesy goodness.
Pro Tips For Making Aunt Kizzy'S Macaroni And Cheese
- Cook pasta al dente: Elbows should have a tiny bite—test one at 6 minutes, then drain immediately. Overcooking turns them mushy, and no amount of cheese can fix that. (Yes, even if the box says 10-12 minutes.)
- Melt cheese low and slow: Add shredded cheddar off the heat, then stir over lowest simmer until fully melted. High heat makes it clump like sad glue. I learned this the hard way—three batches of lumpy mac and cheese will convince you.
- Use whole milk, not skim: Whole milk’s fat keeps the sauce rich and clingy. Skim milk makes it watery and sad. If you’re desperate, add 1 tablespoon heavy cream to the milk—it makes a real difference.
- Reserve pasta water: Before draining, scoop out ½ cup pasta water. Stir it into the cheese sauce when it’s thick—it loosens clumps and makes the sauce silky. (Your future self will thank you.)
Essential equipment for aunt kizzy's macaroni and cheese
Heavy-Bottomed Pot
For that silky cheese sauce, you'll need a large, heavy-bottomed pot—I swear by my All-Clad Stainless Steel 5-quart because it distributes heat evenly and prevents scorching. A lighter pot can cause hot spots, leading to burnt roux or uneven cooking.
If you don’t have one, a cast iron skillet works in a pinch, but it’s heavier to handle. Avoid nonstick pots—they can’t handle the high heat needed for a proper roux. 🔥
Whisk for Smooth Sauce
A balloon whisk (like the OXO Good Grips) is my go-to for this recipe because it incorporates the roux and milk smoothly without creating lumps. A regular whisk works, but the balloon shape cuts through the sauce faster.
Avoid wire whisks—they’re too stiff and can leave streaks. Pro tip: Keep whisking even after the sauce thickens to prevent a skin from forming on top.
Baking Dish Essentials
Use a 9x13-inch baking dish—anything smaller will make the topping too thick, and anything larger won’t get crispy enough. I recommend Ceramic or glass dishes (like Pyrex) because they conduct heat evenly. Metal dishes can overbrown the edges before the center is done.
Grease the dish lightly with butter or oil to prevent sticking, but don’t overdo it—you want the crispy topping to adhere, not slide off.
Measuring Tools
Precision matters in this recipe, especially for the cheese and roux. Use a digital kitchen scale for the cheese (I use a OXO Good Grips) to ensure accuracy—shredded cheese can compact differently.
For dry ingredients like flour and breadcrumbs, a standard measuring cup works, but level it off with a knife for consistency. A fine-mesh strainer comes in handy for shredding block cheese smoothly—no clumps allowed!
Optional: Food Thermometer
While not mandatory, a thermometer (like the Thermoworks Thermapop) helps ensure your roux reaches the perfect 160-170°F before adding milk—this prevents a raw flour taste. It’s also useful for checking the internal temp of the baked mac and cheese to avoid overcooking.
If you skip it, watch the sauce closely—it should coat the back of a spoon but not boil vigorously.
Crispy Topping Tools
For the breadcrumb topping, a small mixing bowl and a rubber spatula help distribute the butter evenly. Press the topping down gently with a fork or the back of a spoon to ensure every bite gets that golden crunch.
A spatula also makes serving easier—lift the crispy top straight up for maximum crackle. Trust me, the drama is worth it! ✨
Nutrition facts
Frequently asked questions
Why does Aunt Kizzy's recipe use both sharp and medium cheddar?
The sharp cheddar adds that signature tangy kick that makes this recipe stand out, while the medium cheddar keeps the sauce creamy without being overpowering. The Colby Jack rounds out the flavor with a mild sweetness that balances everything perfectly. Mixing these cheeses creates a complex, rich taste that's far better than using just one type.
Can I make this mac and cheese without baking it?
If you prefer a stovetop version, simply assemble the macaroni and cheese in a large skillet after making the sauce. Cover and cook on low heat for 10-15 minutes, stirring occasionally, until everything is heated through and creamy. Skip the crispy topping or make a quick version with melted butter and breadcrumbs on top for 3-5 minutes under the broiler.
What's the best way to reheat leftovers?
Reheat in the oven at 350°F for 15-20 minutes to restore that crispy topping. Cover loosely with foil if needed. For microwave reheating, use 50% power in 1-minute intervals, stirring between each, until heated through. The oven method preserves texture best, while the microwave works for quick fixes—just add extra breadcrumbs and broil for 2-3 minutes afterward to recreate the crunch.
Can I substitute panko with regular breadcrumbs?
Regular breadcrumbs will work, but they won't be as crispy. For best results, toast them first in a dry skillet over medium heat for 3-5 minutes, stirring constantly, until golden brown. This adds extra crunch. If you're short on time, mix regular breadcrumbs with 1 teaspoon cornstarch before adding butter—the starch helps create a crispier texture when baked.
How do I fix a sauce that's too thick or too thin?
For a thick sauce, stir in 2-3 tablespoons of reserved pasta water until smooth. If it's too thin, remove from heat and let it sit for 2-3 minutes—it often thickens naturally. As a last resort, mix 1 teaspoon cornstarch with 1 tablespoon cold water, stir into the sauce, and cook for 1-2 minutes until thickened. Never add flour directly to the sauce after cooking—it can create lumps.