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This One Pot Macaroni and Cheese is so simple that you’ll wonder why you haven’t always made it this way — ready in 15 minutes and only one pot to clean!

I have all kinds of macaroni and cheese recipes on the blog, from a Crock-Pot version to green mac and cheese, and today I have a Creamy One Pot Macaroni and Cheese to add to the collection.
My other stovetop macaroni and cheese recipe is still a favorite, but I don’t always have canned milk. The difference is that this recipe makes a thick and sticky macaroni and cheese (it almost has the texture and taste of baked macaroni to me), while the other recipe has almost a runny sauce.
They are both excellent but different enough that I wanted to share both recipes.
Table of Contents

Why You’ll Love This One Pot Macaroni and Cheese Recipe
- Quick Meal: This homemade mac and cheese can be ready in 15 minutes!
- Extra Easy: You cook the macaroni right in the milk, which helps to make the sauce. It’s really such an easy way to make macaroni and cheese.
- Yum Yum: Cooking the pasta in the milk results in an ultimate creamy comfort food.
- Simple Recipe: I’ve simplified making mac & cheese to what feels like an art form, or at least an art form for a busy mom! This method requires only 1 pot so the cleanup is as easy as it gets.
🧀 My kids are typical mac and cheese fans, and I have often relied on an easy homemade macaroni and cheese for quick lunches!
Recipe Ingredients
- Milk — whole milk will be the creamiest
- Butter
- Elbow macaroni — or another similar pasta
- Cheddar cheese — mild or sharp, your choice!
- Salt and pepper
See the recipe card below for full information on ingredients and quantities.


Creamy One Pot Macaroni and Cheese
Equipment
Video
Ingredients
- 2 ½ cups whole or 2% milk
- 3 tablespoons butter
- 2 cups dry elbow macaroni
- 1 to 2 cups shredded cheddar cheese
- ½ teaspoon salt
- More salt and pepper to taste
Instructions
- In a large pot add the milk, butter, and macaroni noodles. Turn the burner on medium and bring the mixture to a simmer, stirring often.2 ½ cups whole or 2% milk, 3 tablespoons butter, 2 cups dry elbow macaroni
- Reduce the heat if the milk seems to stick to the bottom of the pan and stir often until the noodles are cooked through, about 15-18 minutes. Slow and low is your friend here. If you cook this too fast and hot, the milk will curdle.
- Stir in the cheese and salt until everything is melted.1 to 2 cups shredded cheddar cheese, ½ teaspoon salt
- Depending on the type and sharpness of cheese you may want to add up to another cup of cheese. Taste it and see. I used a moderately sharp cheddar and liked it at about 1 and 1/4 cups of cheese. If I had used something milder I think I would have used more.More salt and pepper to taste
- Serve right away.
Notes
- Don’t boil the noodles; just simmer them gently, or the milk will curdle, and your mac and cheese will have a gross texture.
- Whole milk is the best choice for creaminess, but 2% will also work.
- I’ve made this a handful of times and each time I used a different amount of cheese, depending on my mood and how much cheese I have in the fridge. The milder the cheese, the more I think it needs to get a good cheese flavor.
- If it has too much liquid, bring the contents back to a low boil and cook until the desired consistency, stirring constantly.
Nutrition
How to Make One Pot Mac and Cheese
- Add milk, butter, and macaroni noodles to a large pot.
- Cook on medium, stirring often, until the noodles are cooked, about 15-18 minutes.
- Add the cheese and salt, stirring until melted.
- Taste and adjust seasonings, adding more cheese if desired.
Substitutions &Variations
Cheese Options: Try sharp cheddar cheese or an extra-sharp cheddar (white) for tangy flavor, Gruyère for sophisticated taste, or a blend of cheddar and mozzarella for extra creaminess. Pepper Jack adds a nice kick!
Make it fancy: Stir in a teaspoon of Dijon mustard, a pinch of smoked paprika, or a dash of hot sauce for depth. Top with buttery breadcrumbs and broil for 2 minutes for a crispy finish.
Add protein: Mix in cooked chicken, crumbled bacon, diced ham, or even canned tuna for a complete meal.
Veggies: Fold in steamed broccoli florets, frozen peas, roasted butternut squash, or sautéed mushrooms.
Spicy twist: Add cayenne pepper, diced jalapeños, or a swirl of buffalo sauce for heat.
Recipe FAQs
The milk got too hot. Keep the heat at medium or medium-low and maintain a gentle simmer, not a rolling boil. Stirring frequently also helps prevent curdling.
I prefer elbow macaroni, but bow tie, fusilli, and penne pasta also work well.
If you end up having too much liquid in your macaroni and cheese, bring the contents back to a boil and cook until the desired consistency. Be sure to stir constantly to keep the milk and cheese from sticking to the bottom of the pot and burning.
The stuff in the blue box is not ideal for leftovers. The sauce gets powdery and has a weird texture. But this one-pot mac and cheese tastes SO good reheated. You still have the creamy factor, and the flavors have a chance to deepen. I recommend eating leftover mac within 1-2 days and storing them properly in the refrigerator.

Expert Tips & Tricks
- Keep the temperature low and steady: Patience is key – rushing with high heat will curdle the milk and ruin the texture. A gentle simmer is all you need.
- Stir frequently, especially in the first few minutes: This prevents the pasta from sticking to the bottom and ensures even cooking. I typically stir every 2-3 minutes.
- Use freshly shredded cheese for the smoothest sauce: Pre-shredded cheese contains anti-caking agents that can make the sauce grainy. Shred a block of cheddar yourself for best results.
- Taste and adjust the cheese amount. Mild cheddar needs more volume (closer to 2 cups), while sharp or extra-sharp cheddar packs more flavor at 1 to 1.5 cups.
- Serve immediately for the creamiest texture. This dish is best enjoyed right away. The sauce thickens as it sits, though you can thin it with a splash of milk when reheating.
Ultimate Mac & Cheese Collection
If two recipes starts a collection, then I have a serious mac and cheese recipe collection going strong! It’s just such a staple recipe, and I have found so many ways to do it a bit differently, so here are a few of my faves.
- An easy classic homemade macaroni & cheese.
- My Instant Pot mac & cheese because why not?
- There’s even a CrockPot mac and cheese recipe that’s good, too.

More Pasta Recipes to Consider
Pasta Dishes
Easy Cheesy Slow Cooker Lasagna
Beef Recipes
Slow Cooker Chili Mac
Pasta Dishes
Slow Cooker Sausage and Peppers With Pasta
Chicken Recipes
Slow Cooker Creamy Chicken & Vegetables
Did you make this recipe? Leave a ⭐️ review and share it on Instagram, Facebook, or Pinterest!
















Sadly not a fan of this recipe due to the texture. It’s not creamy with the amount of liquid stated and very starchy.
You probably just cooked it too hot…
Can you use evaporated milk?
I feel like it should work, might be a little thick?
Loved this! It’s perfect for when you just want some tasty mac and cheese without the hassle. It reheats great if you add a splash of milk per serving before microwaving or warming on the stove.
Very good. I made half a recipe and my kid likes “crunchy” mac and cheese so I put it in the toaster oven for ten minutes. Perfect.
I have wanted to try this for a long time, and I also like the way microwaved mac and cheese comes out – so that’s what I did. I used a bit more than 2 1/2 cups of milk – that was my first concern, the milk to pasta ratio in the microwave. I used a few slices of American, a half-ish cup of leftover American sauce (which was kind of like the famous block-style melty one), some cream, a splash of extra milk, and about a cup of shredded cheese. I threw so many leftovers at it and kept forgetting it was in the microwave (I go in 2-minute bursts and stir between)! But it turned out amazing, in spite of my best efforts to neglect it to death. The noodles were firm but not underdone, the sauce was creamy and savory. I can only imagine how much better it would have been had I actually followed the directions >_>
I will use a good, sharp cheddar next time, or maybe a gruyere and rustic noodles with rough edges.
its soooo good I made this for our 4th of July party and everyone loved it!!
Ohh I love hearing that Rachel! Thank you!
Easy and delicious. My kind of recipe lol. Worked out perfectly. I did cook it on like 1 because I have an electric stove and it is finicky. If it got too thick I added some milk. Enjoyed 😁
Delicious! Can this be cooked ahead and reheated?
It thickens up a bit but we still eat it reheats a lot. It’s better fresh but I have no issues with a leftover.