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Creamy One Pot Macaroni and Cheese

  • Author: Melissa Griffiths-Bless this Mess
  • Total Time: 15 minutes
  • Yield: serves 4


This One Pot Macaroni and Cheese is so easy! Cook the macaroni right in the milk that's used to make the sauce. Creamy, delicious & ready in 15 minutes!

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  • 2 1/2 cups whole or 2% milk
  • 3 tablespoons butter
  • 2 cups dry elbow macaroni
  • 1 to 2 cups shredded cheddar cheese
  • 1/2 teaspoon salt
  • More salt and pepper to taste


  1. In a large pot add the milk, butter, and macaroni noodles. Turn the burner on to medium and bring the mixture to a simmer, stirring often.
  2. Reduce the heat if the milk seems to stick to the bottom of the pan and stir often until the noodles are cooked though, about 15-18 minutes. Slow and low if your friend here, if you cook this step too fast and hot, the milk will curdle.
  3. Stir in the cheese and salt until everything is melted.
  4. 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. I've made this a handful of times and each time I seem to use a different amount of cheese, depending on my mood and how much cheese I have in the fridge.
  5. Serve right away.


  • Don't boil the noodles, just a gentle simmer; the milk will curdle and you'll have a gross texture to your mac and cheese. 
  • Prep Time: 5 minutes
  • Cook Time: 10 minutes
  • Category: Dinner
  • Method: Stove-Top
  • Cuisine: American


  • Serving Size: Serves 4
  • Calories: 397
  • Sugar: 7.9g
  • Sodium: 268mg
  • Fat: 18.6g
  • Carbohydrates: 39.9g
  • Protein: 17.2g
  • Cholesterol: 53.9mg

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