If you really want the cheesiest mac and cheese, this is what you want to make! You just may never buy boxed mac and cheese again! The entire family will eat this up in no time. If you love macaroni and cheese, don’t miss this Bacon Mac n Cheese version!

Macaroni and Cheese

When I think of macaroni and cheese I think of the boxed variety that you grab and make when you have no idea what to cook, or when you have had a crazy busy day and need something fast. It seems more of a ‘kid’s’ meal than anything and isn’t exactly filling. If you take just a few more minutes, you will have a super creamy ‘adult’ meal that both kids and adults will crave!

Spoonful of Macaroni and Cheese

Macaroni and Cheese Recipe

Macaroni and cheese recipes have been around a lot longer than the 1937 Kraft boxed variety that every kid grew up on. In fact, there are recipes dating back to the late thirteenth century from southern Italy. This Stovetop Mac and Cheese Recipe is simple to make, but definitely not simple in taste!

A Few Key Ingredients

  • Elbow macaroni – can use any noodle that you prefer
  • Unsalted Butter – salted butter also works, you just may want to add less salt
  • Whole milk – skim or 2% can work in a pinch
  • Cheddar cheese & Mozzarella cheese – These are our preferred cheeses, but you can certainly kick it up with whatever cheese blend you would like.
Ingredients for Macaroni and Cheese

How to Make Macaroni and Cheese

Macaroni and Cheese is really simple to make, and you will taste a huge difference when compared to the boxed varieties.

Once you cook your noodles, get out your saucepan and start heating up and mixing all the cheeses and spices together. There are a couple of times where you will be taking the pan on and off the heat, so be aware of that.

Start by heating the butter over medium heat. Add the flour and whisk for a couple of minutes. Alright, it’s time to remove the pan from the heat for the first time. Gradually pour in the warm milk, whisking constantly. Place the pan back on the heat and keep whisking! After 3-5 minutes, add the salt, garlic powder, ground mustard, and cayenne pepper and stir to combine. Remove from the heat for the second and final time. This is the point where you add the cheeses and melt them with all the other ingredients.

Pouring Cheese Sauce into Macaroni and Cheese

How to Get Creamy Macaroni and Cheese

I am on a mission to make sure no one has grainy homemade mac n cheese ever again… and in my research discovered this awesome tip. Do NOT put the pan back over the heat to melt the cheese. The ingredients in the pan are already hot enough to do the job of melting the cheeses. If you get cheese too hot that is when you will end up with a grainy texture. After you have stirred in the cheese, pour the mixture over the cooked noodles and serve. Best served hot! 🙂

Overhead Bowl of Macaroni and Cheese

Macaroni and Cheese Variations

If you want your Macaroni and Cheese a little creamier, add a bit more milk. Are you looking for some protein to beef up the noodles? Try adding ground beef, chicken, bacon, tuna, or sausage. It’s also fun to try different cheeses in this homemade recipe. Top it all off with some bread crumbs and serve it with my Homemade Apple Sauce. Trust me on this one! Some people even go so far as putting apples in the macaroni and cheese!

Big Spoonful of Macaroni and Cheese in a Bowl

More Macaroni Recipes

4.58 from 7 votes

Stovetop Macaroni and Cheese

Prep Time 5 mins
Cook Time 20 mins
If you really want the cheesiest mac and cheese, this Macaroni and Cheese is what you want to make! You just may never buy boxed mac and cheese again!


  • 16 ounces elbow macaroni, cooked al dente and drained
  • ½ cup unsalted butter
  • ½ cup all-purpose flour
  • 3 cups whole milk, warmed
  • teaspoons salt
  • ½ teaspoon ground mustard
  • ¼ teaspoon garlic powder
  • ¼ teaspoon cayenne pepper optional
  • 1 cup sharp cheddar cheese, freshly grated
  • ½ cup mozzarella cheese, freshly grated
  • Salt and pepper, to taste
  • Parsley, chopped (for garnish)


  • In a saucepan over medium heat, melt the butter.
  • Add the flour and whisk constantly for 1-2 minutes (or until the mixture turns light brown).
  • Remove from heat and gradually pour in the warm milk, whisking constantly.
  • Return the pan to the heat, whisk another 3-5 minutes or until thickened.
  • Add the salt, garlic powder, ground mustard, and cayenne pepper and stir to combine. Remove from heat.
  • Add the cheeses, stirring to melt.
  • Pour the sauce over the top of the cooked elbow macaroni. Stir to combine.
  • Season with salt and pepper, and top with chopped parsley.

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Meet Amanda Rettke

Amanda Rettke is the creator of I Am Baker, and the bestselling author of Surprise Inside Cakes: Amazing Cakes for Every Occasion – With a Little Something Extra Inside.Over the course of her 15+ year blogging adventure, she has been featured in and collaborated with the Food Network, New York Times, LA Times, Country Living Magazine, People Magazine, Epicurious, Brides, Romantic Homes, life:beautiful, Publishers Weekly, The Daily Mail, Star Tribune, The Globe and Mail, DailyCandy, YumSugar, The Knot, The Kitchn, and Parade, to name a few.

Reader Comments

  1. Hi Amanda👋 I like to make mac aand cheese for my grandkids. One thing that is hard to avoid is when the pasta absorbs a lot of the sauce. Do you have any suggestions that could help avoid this? Thanks!

    1. I am wondering if you could toss your pasta in a little melted butter or spray with a little cooking spray…just for a light coating?

  2. I was taught this way in high school Home Ec. many, many, many years ago! Only way to make it. And any cheese will do – really! but try to have some Cheddar in it. 🙂

  3. Yummy, easy but very salty. Next time I will cut salt in half or more. This is a keeper and appreciate the secret to having creamy cheese vs gritty.

  4. Hi this snack really great not only for kids but for the whole family love it
    Amanda i have a favor could you help me how to make pocket shawarma wrap? thank you so much.


  5. Am trying the recipe for supper. Now I know why the cheeses lump together. Just stir in and let melt. Thanks

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