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Creamy Homemade One Pot Mac and Cheese

Classic Mac and Cheese is a staple in the South. Almost everyone I know makes it every week, puts it on the table at every holiday, or serves it for the company at Sunday dinner. And there’s a good reason for that! It’s full of creamy, cheesy flavor and is adored by adults and kids alike. But before you reach for that boxed mac and cheese to make your life “simpler,” you have to try this Creamy Homemade One-Pot Mac and Cheese Recipe. Let me convince you that a homemade version is just as quick and has WAY BETTER FLAVOR!

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Creamy Homemade One Pot Mac and Cheese close up picture.

One great thing about this creamy mac and cheese is that it’s made in one pot. (As long as you use a Dutch oven or a pot that can be put into the oven.) If you don’t have a pot or large saucepan that can be transferred to the oven, then feel free to grab a baking dish to finish it off, but the whole point is for there to be fewer dishes and easier clean up. The noodles and cheesy sauce will all be made in the same pot.

And I don’t want you to be confused and think that this is going to be a baked macaroni dish, it’s not. We are just going to pop the macaroni under the broiler for 1-2 minutes just to melt the cheese on top. And if you want to let it get a little golden brown for some texture, feel free to do so.

Creamy Homemade One Pot Mac and Cheese in a large blue pot on a black stove.

Also, you will notice that we don’t boil the noodles in water, drain them, and then add our cheese sauce. We are actually going to cook the pasta in milk, which will make this dish creamier and add extra flavor. It’s always important to look for ways to infuse more flavor into your dishes when possible and eliminating water in many recipes will help do that. 

Let’s discover how elbow macaroni got its shape!

Another great example is when you cook rice. Instead of cooking the rice in water, opt for chicken, beef, or vegetable broth. The grains will absorb the liquid, so why not make sure the liquid is full of flavor?

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Something else you might find odd about this easy recipe is that we aren’t making roux with all-purpose flour to make our creamy cheese sauce. (People usually use flour as a thickening agent, but we don’t need it.) One reason for this is that by cooking the pasta in the milk, we can keep all of those starches in the dish, and it naturally thickens on its own. (Because we aren’t draining the cooked pasta.)

Creamy Homemade One Pot Mac and Cheese in a white bowl.

Now, I have a small confession to make. In my family of five, there are two kiddos that don’t really like macaroni and cheese. Crazy right?! (I haven’t met very many kids that didn’t like mac and cheese.) It’s not that they hate it, it’s just not their favorite. But my husband and oldest son enjoy a good classic homemade mac and cheese alongside fried deer steak, pot roast, or grilled ribeye’s. 

As for me, I’m a fan of macaroni and cheese when it’s homemade and when it’s a good recipe. (Although I must admit that in a pinch the Bob Evans Macaroni and Cheese is pretty good!) But my grandmother made her best macaroni and cheese with spaghetti noodles. Yes, you heard that right! She called it “Spaghetti and Cheese” and it was a HUGE HIT with our whole family. It is made with 4 things: spaghetti noodles, slices of Kraft singles, milk, and butter and of course salt and pepper. I know it sounds plain and uninteresting but let me tell you… It was one of the most coveted dishes on the table!

Tips for Creamy Homemade One Pot Mac and Cheese:

  • Grate your own cheese. Don’t use pre-shredded cheese. Powder is used as a preservative, altering the flavor and melting of the cheese. Just trust me.
  • Cooking the elbow pasta in milk instead of a large pot of salted water is another way to inject creaminess and flavor into the dish. Plus, it eliminates the need to drain the pasta.
  • Check your pasta and stir frequently while cooking it in the milk. My noodles kept trying to stick to the bottom of the pot.

Make Creamy Homemade One Pot Mac and Cheese with me on YouTube!

YouTube video

Creamy Homemade One Pot Mac and Cheese Ingredients:

  • 1 lb. elbow macaroni
  • 6 cups whole milk
  • 1 lb. mild cheddar cheese (shredded)
  • 1 lb. sharp white cheddar cheese (shredded)
  • 4 oz. cream cheese
  • 1 tablespoon Dijon mustard
  • 1 tablespoon paprika
  • 1/2 tablespoon salt
  • 1/4 tablespoon black pepper

Creamy Homemade One Pot Mac and Cheese Instructions:

  • First, place the elbow macaroni noodles and 5 cups of milk in a large Dutch oven over medium heat and cover it with a lid to warm.
Milk and macaroni in a blue pot to make the Creamy Homemade One Pot Mac and Cheese.
  • Second, when the milk and pasta are starting to simmer, add the paprika, salt, pepper, and Dijon and mix. Cook until the pasta becomes al dente according to the package directions.
A large blue pot with milk, macaroni, and seasonings to make the Creamy Homemade One Pot Mac and Cheese.
  • Third, lower to medium-low heat and add the cream cheese to the milk and macaroni and stir until the cheese melts.
Creamy Homemade One Pot Mac and Cheese in a large blue pot with half a block of cream cheese.
  • Next, add 2/3 of the shredded cheese to the milk and macaroni and fold in until completely melted.
  • Add the last cup of milk and stir.
Creamy Homemade One Pot Mac and Cheese in a large blue pot with shredded cheeses on top.
  • Then, top the pot of macaroni and cheese with the remaining 1/3 shredded cheese.
  • Place into the oven under the broiler until the cheese has melted on top. Watch it closely, and DON’T LET IT DEVELOP COLOR OR BURN! (Unless you want it to be slightly golden brown.)
Creamy Homemade One Pot Mac and Cheese in a large blue pot right after it's been removed from the broiler.
  • Finally, serve with your favorite main dish and enjoy!
Creamy Homemade One Pot Mac and Cheese in a large blue pot with melted cheese on top of it.
A picture of the Creamy Homemade One Pot Mac and Cheese in a white bowl.

Variations for Creamy Homemade One Pot Mac and Cheese:

  • If you want a crunchy topping, add breadcrumbs to this easy mac. 
  • Feel free to use different types of cheeses and seasonings to create whatever flavor of homemade macaroni you desire. Here are some examples below:
    • White Cheddar Mac – This dish becomes distinctly white and sharp with only white cheddar!
    • Garlic Mac and Cheese: Add garlic powder and even garlic-flavored cheeses like Boursin to give this classic comfort food a kick!
    • Sharp Cheddar Cheese—If you like the creaminess of cheese but want a “stronger” flavor, choose sharp cheddar or another pungent cheese, like Gruyere or even parmesan.
    • Cottage Cheese—Whipped cottage cheese is a great option if you want to add some creaminess and extra protein. If you can’t find whipped cottage cheese in your local grocery store, simply add it to a blender and make your own!

Storage for Creamy Homemade One Pot Mac and Cheese:

  • Leftover mac and cheese can be stored in an airtight container in the fridge for up to 3 days.

What are the Macros for Creamy Homemade One Pot Mac and Cheese?

Makes 10 servings (Nutritional information below is for 1 serving = 1 cup)

  • Calories – 649
  • Protein – 33.8 grams
  • Carbs – 40 grams (net)
  • Fat – 38 grams

Check out some of my other side dishes!

Cornmeal Crusted Fried Okra

Mexican Street Corn Ribs

Cheesy Loaded Baked Potato Casserole

If you try this recipe and love it, please consider giving it 5 STARS.

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Creamy Homemade One Pot Mac and Cheese in a white bowl.

Creamy Homemade One Pot Mac and Cheese

Jessie Thompson
Classic Mac and Cheese is a staple in the South. Just about every person I know either makes mac and cheese every week, puts it on the table at every holiday, or serves it for company at Sunday dinner. And there's good reason for that! It's full of creamy, cheesy flavor and is adored by adults and kiddos alike. But before you reach for that boxed mac and cheese to make your life "simpler", you have to try this Creamy Homemade One Pot Mac and Cheese Recipe and let me convince you that a homemade version is just as quick and has WAY BETTER FLAVOR! It is the perfect side dish for the holidays. 
Prep Time 5 minutes
Cook Time 10 minutes
Broiler time 5 minutes
Total Time 20 minutes
Course Side Dish
Cuisine American, Southern
Servings 10 servings
Calories 649 kcal

Equipment

  • 1 Dutch oven

Ingredients
  

  • 1 lb. elbow macaroni
  • 6 cups whole milk
  • 1 lb. mild cheddar cheese shredded
  • 1 lb. sharp white cheddar cheese shredded
  • 4 oz. cream cheese
  • 1 tablespoon Dijon mustard
  • 1 tablespoon paprika
  • 1/2 tablespoon salt
  • 1/4 tablespoon black pepper

Instructions
 

  • First, place the elbow macaroni noodles and 5 cups of milk into a large Dutch oven over medium heat and cover with a lid to warm.
  • Second, when the milk and pasta are starting to simmer, add the paprika, salt, pepper, and Dijon and mix. Cook until the pasta becomes al dente according to the package directions.
  • Third, lower to medium-low heat and add the cream cheese to the milk and macaroni and stir until the cheese melts.
  • Next, add 2/3 of the shredded cheese to the milk and macaroni and fold in until it’s completely melted.
  • Add the last cup of milk and stir.
  • Then, top the pot of macaroni and cheese with the remaining 1/3 shredded cheese.
  • Place into the oven under the broiler until the cheese has melted on top. Watch it closely and DON’T LET IT DEVELOP COLOR OR BURN! (Unless you want it to be slightly golden brown.)
  • Finally, serve with your favorite main dish and enjoy!

Video

YouTube video

Notes

What are the Macros for Creamy Homemade One Pot Mac and Cheese?
Makes 10 servings (Nutritional information below is for 1 serving = 1 cup)
Calories – 649
Protein – 33.8 grams
Carbs – 40 grams (net)
Fat – 38 grams
Keyword Baked, Pasta

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