A quick and creamy stovetop macaroni and cheese made in one pot with a velvety cheese sauce that clings perfectly to tender pasta. Ready in under 20 minutes, it’s comforting, delicious, and ideal for a simple dinner or side.
Melt and Prepare the Base: Place a medium pot or large saucepan over medium heat and add the butter. Allow it to melt slowly until it becomes foamy but not browned. Once fully melted, sprinkle in the flour. Using a wooden spoon or spatula, stir continuously to combine the two into a smooth paste. Cook this mixture gently for about one minute—this helps remove the raw flour taste and lays the foundation for a silky sauce.
Form the Creamy Slurry: Gradually pour about ¾ cup of milk into the butter-flour mixture. Stir briskly to create a smooth, thick slurry without any lumps. The consistency should resemble a thick cream. This step is key to ensuring your sauce has no graininess and binds together perfectly once the pasta cooks.
Build the Sauce Base: Add the remaining milk to the pot, stirring well to blend it evenly into the slurry. Next, pour in the water. At this stage, add any optional seasonings—garlic powder, onion powder, or mustard powder—to deepen the flavor. Give everything a thorough stir so the liquid is uniform and lightly seasoned before the pasta goes in.
Cook the Pasta Directly in Sauce: Add the uncooked macaroni straight into the pot of liquid. Stir well to make sure all the pasta is submerged and evenly coated in the sauce base. Allow the mixture to heat gradually. When you start to see thin wisps of steam rising and gentle bubbling as you stir, lower the heat to medium-low. Cooking at this steady temperature prevents scorching and gives the pasta time to release its natural starch, which thickens the sauce naturally.
Stir and Simmer Gently: Keep the pasta simmering gently for 9–10 minutes. Stir regularly, scraping along the bottom of the pot to stop sticking and ensuring even cooking. The sauce will slowly thicken and take on a glossy sheen as the pasta softens. Taste a piece of macaroni toward the end— it should be tender but still have a firm bite (al dente). At this point, the sauce should remain slightly looser than you want in the final dish.
Enrich with Cheese: Remove the pot from the stove while the pasta still has a bit of firmness. Immediately sprinkle in the shredded cheeses—cheddar, Colby, Gruyere, or mozzarella. Stir briskly and continuously until the cheeses melt fully into the sauce, creating a luscious, creamy coating that clings to each piece of macaroni. Adjust the seasoning by adding a little salt and a grind of black pepper, keeping in mind that cheeses themselves are naturally salty.
Rest and Thicken Off the Heat: Allow the pot to sit off the heat for a minute or two as you stir. The sauce will continue to thicken as the residual heat melts the cheese completely and the pasta absorbs a bit more liquid. This gentle resting period is what gives the dish its signature creamy consistency without becoming heavy or clumpy.
Serve and Enjoy Immediately: Spoon the macaroni and cheese into bowls or plates while still hot and silky. The sauce is at its best when freshly made, coating the pasta in a rich, glossy layer of cheese. Enjoy it on its own as a comforting main or pair it with a simple salad, roasted vegetables, or protein of choice for a balanced meal.
Notes
Use a blend of cheeses for the best balance of creaminess and flavor.
Whole milk gives the creamiest texture, though low-fat milk works too.
Stir frequently while pasta cooks to prevent sticking and ensure even cooking.
The sauce will thicken naturally after adding cheese—don’t over-reduce it on the stove.
If the sauce gets too thick, add a splash of warm milk or water to loosen it.
Remove the pot from heat while pasta is still slightly firm, as it continues to soften off the stove.
Season lightly—cheese already adds plenty of saltiness.
Optional spices like garlic or mustard powder can enhance depth without overpowering the cheese.
This recipe is very forgiving—if timing is slightly off, small adjustments will fix it easily.
Freshly grated cheese melts better than pre-shredded, which often contains anti-caking agents.