This creamy one-pot mac and cheese is easy to prepare for two or a crowd. After cooking the macaroni in milk with spices, add the cheese, and itโs ready in 30 minutes. It's a delicious side dish or a weeknight dinner.
๐งIngredients
Elbow macaroniโother small pasta will work
Milk
Butter
Shredded cheeseโusually mild or sharp cheddar
Pantry Ingredientsโgarlic powder, paprika, dry mustard, salt, black pepper

Jump To (scroll for more)
- ๐งIngredients
- ๐จโ๐ณHow to Make One-Pot Mac and CheeseโStep-by-Step Photo Instructions
- ๐Make it right every time
- ๐คOptions and variations
- ๐Other mac and cheese choices
- โ๏ธHow to make mac and cheese for two or a crowd
- ๐ฝ๏ธServing
- โ๏ธStoring and reheating leftovers
- โFAQs
- ๐จโ๐ณRecipe
Featured Comment by RG:
โญโญโญโญโญ
"Easy and good. "
You and your family deserve better than that blue box with powdered cheese. This easy stovetop mac and cheese is homemade from scratch using simple pantry ingredients for a creamy, cheesy sauce and tender pasta.
It maintains extraordinary creaminess by not cooking the cheese but adding it at the end. In addition, cooking the pasta in the milk thickens the milk by releasing starch and adding creaminess.
๐จโ๐ณHow to Make One-Pot Mac and CheeseโStep-by-Step Photo Instructions
1. Combine milk, butter, spices, and macaroni in a medium nonstick saucepan.
2. Bring to a light boil uncovered, then reduce heat to a simmer, stirring frequently for 15-20 minutes until the pasta is tender.
3. When the pasta is tender and the milk is mostly absorbed, remove from heat and add shredded mild or sharp cheddar cheese.
4. Stir to combine, cover for 3-5 minutes, and serve hot.
For more details, keep reading. See the Recipe Card below for complete instructions and to print.
๐Make it right every time
A non-stick saucepan is suggested.
The cooking time can vary due to pasta variations and your definition of simmer. Try to simmer very low with only a few bubbles, or the milk can curdle.
Whole milk is commonly suggested, but use the milk you have. If you miss the small amount of fat it adds, add a teaspoon or two extra of butter to replace the fat, but there is already plenty in the cheese and butter.
For the best creaminess, shred your own cheese. Pre-shredded cheeses commonly have an anti-caking agent to prevent sticking but can also leave some graininess when melted. I find this more common in generic cheese and have better results with brand-name cheese.
๐คOptions and variations
Almost any dry pasta should work except ones that are very quick to cook.
You can use other cheeses. Velveeta is one of my favorites, and it melts well. Gruyere or Gouda are also good choices. Adding Parmesan cheese can add more flavor.
The mustard powder is optional, but skip it if you don't have it or don't want to use it.
Add meats like shredded pulled pork, beef, or chicken. Also, cubed ham or crumbled bacon adds great taste.
Add Panko breadcrumbs or make a Parmesan Breadcrumb topping and brown under the broiler.
๐Other mac and cheese choices
Check out other easy mac and cheese recipes, such as Roadhouse Mac and Cheese, Mac and Cheese with Egg, Crock Pot Macaroni and Cheese, Crock Pot Mac and Cheese with Uncooked Pasta, and Chili Mac.
โ๏ธHow to make mac and cheese for two or a crowd
The full recipe makes about 4 servings, perfect for our "for two" household as a main dish or as four side dish servings. However, a half or double recipe is easy to make.
- Use the recipe card and adjust the number of servings from 4 to the number desired.
- Use the amount of ingredients in the ingredient list, not the instructionsโthose do not adjust.
- Cook for the same amount of time.
๐ฝ๏ธServing
Serve as the main dish with a crisp green salad or hot vegetable. It is an excellent side dish for almost any casual meal.
Kids will love mac and cheese with hot dogs or chicken, such as Grilled Chicken Tenders, Baked Chicken Tenders, or Stovetop Chicken Tenders. Or with dummies like Grilled Chicken Drumsticks and Oven Baked Chicken Drumsticks.
โ๏ธStoring and reheating leftovers
Store sealed in an airtight container. Refrigerate for 3-4 days. But mac and cheese does not freeze well.
Reheat covered in the oven or the microwave.
โFAQs
Sometimes, yes, but mostly no. If the pasta is used in a hot dish with a sauce, there is no reason to rinse it either before or after cookingโthe starch in the boiling water will help the sauces adhere to the paste.
But for cold dishes like pasta salads, rinse the pasta before cooking will decrease the starch in the pasta water.
๐จโ๐ณRecipe
Creamy One-Pot Mac and Cheese
Video Slideshow
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Ingredients
- 2 cups elbow macaroni
- 2 to 2 ยฝ cups milk
- 1 tablespoon butter
- 1 teaspoon garlic powder
- ยฝ teaspoon paprika
- ยฝ teaspoon dry mustard
- 1 teaspoon salt
- ยฝ teaspoon black pepper
- 1 cup shredded cheese - usually cheddar
Instructions
- In a medium nonstick saucepan mix 2 cups milk, 1 tablespoon butter, 1 teaspoon salt, 1 teaspoon garlic powder, ยฝ teaspoon black pepper, ยฝ teaspoon paprika, and ยฝ teaspoon dry mustard. Add 8 ounces (about 2 cups) of elbow macaroni.
- Bring to a light boil over medium-high heat, frequently stirring frequently as soon as it starts to boil. Reduce heat to simmer uncovered. Continue stirring frequently for about 15-20 minutes until most of the milk is absorbed. Check the macaroni for tenderness. If not, add ยผ of milk and continue to cook for about 3-5 minutes. You may need to repeat this.
- When the pasta is tender, and the milk is mostly absorbed, remove from heat and add 1 cup of shredded cheddar cheese.
- Stir to combine, cover for 3-5 minutes, and serve hot.
Recipe Notes
Pro Tips
- Most dry pasta should also work except for rapid cooking varieties.
- The end point of cooking the pasta is that it is tender but not overcooked the pasta.
- If there is still significant fluid when the pasta is tender, drain most of it.
- If the pasta is not tender and the fluid is mainly gone, add more milk per the instructions.
- Use the cheese of your choice.
- Options for additions and toppings are discussed in the post.
Your Own Private Notes
To adjust the recipe size:
You may adjust the number of servings in this recipe card under servings. This does the math for the ingredients for you. BUT it does NOT adjust the text of the instructions. So you need to do that yourself.
Nutrition Estimate
ยฉ 101 Cooking for Two, LLC. All content and photographs are copyright protected by us or our vendors. While we appreciate your sharing our recipes, please realize copying, pasting, or duplicating full recipes to any social media, website, or electronic/printed media is strictly prohibited and a violation of our copyrights.
I had seen this technique/recipe around several places, but the inspiration goes to Stephanie at Plain Chicken with her One Pot Mac and Cheese.
Originally Published December 20, 2012. Updated with expanded options, refreshed photos, and a table of contents to help navigation.
RG says
Easy and good. Thanks for sharing this. We added some leftover bbq meat which gave it a little something extra. i might even add spinach next time.
C. Matusiak says
In the instruction number 4, and also the recipe steps before the recipe, it says "When the pasta is tender, and the milk mostly absorbed, add 1 cup of cheese (your choice), remove from heat and cover for minutes."
Would that be a few minutes, 10 minutes, or what? I'm one that follows a new recipe exactly the first time around and would like this missing piece of information.
Dan Mikesell AKA DrDan says
Hi,
Welcome to the blog.
A "few minutes" here means 2-3 minutes only until completely melted and able to be combined. I'm not cooking the cheese which I find makes it stay creamier.
Hope that helps.Thanks for asking and the rating.
Dan
Charlene says
Thank you Dan - it is a very clear response - I agree, it has to be the milk. I am going to try this recipe one more time with regular milk - the picture of it looks so good!
Charlene says
Hi Dr. Dan,
I have made this recipe twice now and have been disappointed with the results. I think it is because I am using Lactose Free milk - the mac and cheese tastes like it has sugar in it as a result. I am going to try it one more time with regular milk to see how it goes because usually your recipes are great! Just thought I would pass the info on about Lactose Free milk.
Dan Mikesell AKA DrDan says
Hi Charlene,
Sorry it didn't work well but it may be the milk.
A brief doctor discussion. All dairy has sugar called lactose. Lactose is what is called a disaccharide which is two molecules of sugar (glucose and galactose) stuck together. Most people have an enzyme called lactase to break the lactose in half so you can absorb it. If not broken up, it will ferment in the intestine and produce gas and diarrhea. So one molecule of lactose becomes two molecules of other sugars. You body detects the sweetness by number of molecules not weight. So lactose from milk has been pretreated with the emzyme lactase doubling the number of sugar molecules and making it sweeter.
I know, clear as mud but I must have explained it a thousand time to people with lactose intolerance.
So if the problem to your taste is sweetness, it probable is the milk. Otherwise maybe a different recipe.
Dan