Custard-Style Baked Mac and Cheese

The best baked mac and cheese I have eaten came out of a borrowed oven on upper King Street in Charleston, South Carolina, on a Tuesday afternoon in March. I had booked the class for the shrimp and grits. I barely remember the shrimp and grits.

Baked Mac and Cheese, Southern Soul Food Style (Macaroni Pie)

What I remember is a 9×13 dish coming out at the end, resting on a folded towel while everybody stood around waiting and nobody talked.

The Charleston Class Where I Finally Got It

The instructor was a man named Darius, mid-fifties, who ran the class out of a long narrow kitchen with two ovens and one window that did not open. The room smelled like boiled pasta water and then, twenty minutes later, like butter and smoked paprika hitting hot cheese. That second smell is the whole dish, honestly.

Darius grated every ounce of cheese by hand on a battered box grater while he talked, and he talked the entire time. He told us he used to guide multi-day treks up sections of the Palmetto Trail, and that on the last night he would pull two cans of evaporated milk, a wrapped block of sharp cheddar and a bag of elbows out of his pack and make this in a camp dutch oven over coals. Cans of evaporated milk do not care how far you carry them. That stuck with me.

He also said, flatly, that in the South you do not bring a bad pan of this to a family table twice. People remember. It is a side dish there, not a main, which surprised me given how heavy it is. It sits next to collards with smoked turkey, candied yams, chicken, cornbread, and it is still the pan that empties first.

Why Baked Mac and Cheese Has No Roux In It

I came home and read everything I could find, because I had been making a flour-and-butter version for years and it was never this. The custard method is not a shortcut or a modern cheat. It is the older, Black Southern way, and the dish has a name there, macaroni pie.

The lineage runs through James Hemings, the enslaved chef Thomas Jefferson took to Paris and had trained in French kitchens. Jefferson got the credit for serving “a pie called macaroni” at a state dinner in 1802. Hemings cooked it, taught it to his brother and to other enslaved cooks, and after Emancipation baked macaroni pie became the dish of Sunday dinner, church homecomings, funeral repasts and Juneteenth. Enriched with eggs, evaporated milk and several cheeses until it set firm enough to slice.

Worth saying plainly, since I believed the opposite for too long. This is not a fancied-up version of the blue box. The baked casserole predates Kraft’s 1937 boxed dinner by more than a century and a half. They are two different dishes that happen to share a name.

Baked Mac and Cheese, Southern Soul Food Style (Macaroni Pie) from the side

What I Used

  • A pound of elbow macaroni, boiled two minutes shy of the package
  • A pound of sharp cheddar in a block, grated by hand, a cup and a half held back for the top
  • Eight ounces of Colby Jack, also a block, also grated by hand
  • Six deli slices of American cheese, torn up, which I resisted for about a year and then stopped resisting
  • Two 12 oz cans of evaporated milk
  • A cup of heavy cream
  • Two eggs, beaten well
  • Six tablespoons of unsalted butter, four cubed for the pasta and two for the dish
  • Dry mustard powder, garlic powder, onion powder
  • Salt and a lot of freshly ground black pepper
  • Smoked paprika for the top, maybe half a teaspoon

I buy the cheddar and the Colby Jack as blocks at the cheese counter at Grand Central Market, and the evaporated milk comes from the corner store three doors down. The first time I made this at home I used pre-shredded cheddar because I was tired and it was late. It broke. Oily on top, grainy underneath, and the cellulose and potato starch in those bags are exactly why.

Making It at Home, Inside the Pot

The macaroni comes out of the water still stiff in the middle, which feels wrong and is not. Back in the hot empty pot with the cubed butter, it goes glossy in about forty seconds, each tube sealed in fat so it stops drinking water and starts waiting for custard instead. Then it has to cool for five minutes. Skip that and the eggs scramble on contact, and you get sweet little curds of omelette through your pasta. I know because I have done it.

The custard itself is the dullest looking bowl of liquid in the world. Evaporated milk, cream, beaten egg, mustard powder, whisked until the colour is uniform pale yellow with no streaks. When the macaroni and three kinds of cheese go in, it looks alarmingly soupy. Leave it soupy. That liquid is what sets.

In the oven the eggs coagulate slowly and trap the melted cheese inside a soft protein mesh, which is why homemade mac and cheese made this way can be cut rather than ladled. The top layer of cheddar loses its water first, browns, and goes slightly crisp at the corners where it touches the buttered dish. Forty-five minutes at 350, and a knife in the middle should come out clean, not milky.

Then ten minutes on the counter. Non-negotiable. I made this on a rainy Sunday in January with the windows fogged and the radio on, cut into it after four minutes because I was impatient, and it ran all over the plate.

Baked Mac and Cheese, Southern Soul Food Style (Macaroni Pie) close up

Swaps, and One I Would Not Make

If you want it firmer, closer to the Carolina and Caribbean macaroni pie that gets cut into squares, use three eggs and let it cool completely before cutting. Half-and-half works instead of cream. A little grated onion in the custard is good, though Darius used only the powders and I have never beaten his version.

Do not add Parmesan or Pecorino. I tried it once thinking more cheese could only help, and the hard aged stuff turned the custard gritty and dry instead of creamy. More cheese is not automatically better here, which took me an embarrassingly long time to accept.

Leftovers keep four days covered. Reheat at 325 with a splash of milk poured over the top, about twenty minutes. Cold straight out of the fridge, standing at the counter, is also completely legitimate.

I think about that Charleston kitchen more than I expected to. Darius never gave us a printed recipe, just told us to pay attention, and I wrote the whole thing on the back of my boarding pass on the flight out. That scrap is still taped inside my cupboard door.

Baked Mac and Cheese, Southern Soul Food Style (Macaroni Pie)

Baked Mac And Cheese

This is the custard-style baked mac and cheese that anchors Sunday tables across the Black American South, no roux anywhere near it. Beaten eggs, evaporated milk and cream set around hand-grated sharp cheddar and Colby Jack into something rich enough to slice, with browned, slightly crisp edges and a deep golden cheese crust dusted with smoked paprika.
Prep Time 25 minutes
Cook Time 45 minutes
Total Time 1 hour 20 minutes
Servings: 10 People
Course: Side Dish
Cuisine: American
Calories: 560

Ingredients
  

  • 1 lb elbow macaroni
  • 1 tbsp salt for the pasta water
  • 6 tbsp unsalted butter 4 tbsp cubed, 2 tbsp for the dish
  • 1 lb sharp cheddar cheese block, freshly grated; reserve 1.5 cups for the top
  • 8 oz Colby Jack cheese block, freshly grated
  • 6 slices American cheese deli slices, torn
  • 2 cans evaporated milk 12 oz each
  • 1 cup heavy cream or half-and-half
  • 2 large eggs beaten
  • 1.5 tsp dry mustard powder
  • 1 tsp garlic powder
  • 1 tsp onion powder
  • 1.5 tsp salt to taste
  • 1 tsp black pepper freshly ground
  • 0.5 tsp smoked paprika for dusting the top

Equipment

  • 1 9x13 inch baking dish ceramic or glass
  • 1 Large pot for boiling the macaroni
  • 1 box grater grate all cheese by hand
  • 1 Large mixing bowl
  • 1 Whisk
  • 1 Colander

Method
 

  1. Preheat the oven to 350 F. Butter a 9x13 inch baking dish generously with 2 tablespoons of the butter, corners included.
  2. Grate the sharp cheddar and Colby Jack on the large holes of a box grater and tear the American cheese slices into pieces. Set aside 1.5 cups of the cheddar for the topping. Do not use pre-shredded cheese.
  3. Bring a large pot of water to a boil, add 1 tablespoon salt, and cook the macaroni 2 minutes less than the package directions, about 5 to 6 minutes. It should still have real bite. Drain well but do not rinse.
  4. Return the hot macaroni to the empty pot, add the 4 tablespoons cubed butter, and stir until it melts and coats every piece. Let it cool for 5 minutes so the eggs will not scramble.
  5. In a large bowl, whisk the evaporated milk, heavy cream, beaten eggs, dry mustard, garlic powder, onion powder, 1.5 teaspoons salt and the black pepper until completely smooth and uniform in color.
  6. Add the buttered macaroni, the Colby Jack, the torn American cheese and all but the reserved cheddar to the custard. Fold gently with a spatula until the pasta is evenly coated. It will look loose and soupy, which is exactly right.
  7. Spread half the mixture into the buttered dish. Scatter 0.5 cup of the reserved cheddar over it, then add the remaining macaroni and smooth the top. Pour any custard left in the bowl over the surface.
  8. Blanket the top with the last 1 cup of reserved cheddar, right to the edges, then dust evenly with the smoked paprika.
  9. Bake uncovered on the middle rack for 40 to 45 minutes, until the top is deep golden, the edges bubble and a knife inserted in the center comes out clean rather than milky.
  10. If you want a darker crust, run the dish under the broiler for 1 to 2 minutes, watching it constantly.
  11. Rest on the counter for 10 minutes before serving. The custard needs that time to set so each spoonful holds its shape instead of running.

Notes

  • Grate every ounce of cheese yourself. The cellulose and potato starch in pre-shredded bags are the number one cause of grainy, oily mac and cheese.
  • Boil the macaroni 2 minutes shy of the package time. It keeps absorbing custard in the oven and finishes tender, not mushy.
  • Serve it the traditional way, as a side dish: collard greens with smoked turkey, candied yams, fried or baked chicken, potato salad, and cornbread or Parker House rolls.
  • For a firmer Carolina and Caribbean style macaroni pie, use 3 eggs and cut it into squares once fully cooled.
  • Avoid loading in Parmesan or Pecorino. Hard aged cheeses turn the custard gritty and dry.
  • Leftovers keep 4 days covered in the refrigerator. Reheat covered at 325 F with a splash of milk over the top, about 20 minutes.
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