Sheri's Creamy Southern Mac and Cheese

Mac and cheese. What comes to mind when you hear those words? If it’s a pan filled with an unnatural yellow/orange color sauce coating macaroni, your world is about to change.
In a good way.
My SIL, Sheri, is famous for making huge pans of luscious, creamy mac and cheese. She perfected the art of making an amazing pan of one of my favorite dishes when she lived in the South.

Sheri's Creamy Southern Mac and Cheese

I love it when we have a family dinner that includes a pan of Sheri’s Creamy Southern Mac and Cheese. Love it for days after too. This dish re-heats beautifully. Sheri’s version includes lots of sauce, coating the pasta generously, so it doesn’t become a thick, gluey mess when heated up for leftovers. This is mac and cheese heaven.

Sheri's Creamy Southern Mac and Cheese

You’re gonna love it.

Creamy Southern Macaroni and Cheese

5 from 1 vote
Author: Si Foster


  • ½ cup butter
  • 3-4 tablespoons grated or crushed onion
  • 1 cup flour
  • 6 cups skim milk
  • 1 teaspoon nutmeg
  • 1 ½ teaspoon dried mustard
  • 1 teaspoon salt
  • 1-2 teaspoons pepper
  • 5 cups sharp or combination of sharp and extra sharp cheese
  • 1 ½ cups fresh grated Parmesan
  • 1 pound macaroni


  • Boil macaroni until al dente. Set aside.
  • Melt butter. Sauté onion in butter until onion is translucent not brown. Add flour and cook for about two minutes. Add milk and stir with wire whisk. Cook until thickened. Add nutmeg, dried mustard, salt, and pepper. Turn off heat. Add 3 ½ – 4 c. sharp cheddar and 1 cup fresh grated Parmesan. Put in greased 9×13 pan and cover with 1 c. sharp cheddar and ½ c. Parmesan. Bake at 350˚ for 30 minutes until lightly browned.


-You may add any of the following in the recipe above:sautéed mushrooms, diced tomatoes, diced jalapenos, chopped spinach, chopped broccoli, smoked chicken.
-Also, you may substitute Gouda, smoked Gouda, smoked Cheddar, Swiss, or any other type of cheese you like as part of the cheese. Mild cheddar is not recommended, as the flavor is too bland.
-This is also great as a make ahead dish. Prepare as directed, refrigerate and bake within two days.
-This dish also freezes well. To cook, remove from freezer and keep covered with foil. Bake at 325 for about 1 hour. Remove foil during last 15 minutes of baking.

Did you make this recipe?

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