Creamy Stovetop Mac and Cheese
This is the creamiest, cheesiest stovetop mac and cheese you'll ever eat! Ready in just 30 minutes, it’s the perfect weeknight recipe. Whether you make a meal out of it or serve it alongside your favorite entree, this simple macaroni and cheese will become your go-to.

A big bowl of macaroni and cheese ranks right up there with a peanut butter and jelly sandwich for me when it comes to comfort food. My go-to recipe is my favorite baked mac and cheese version - I love the buttery crumb topping and crusted bits of macaroni and cheese around the edges! And, of course, I turn to my beloved crock pot mac and cheese when feeding a crowd.
However, there is something that feels so good about scooping creamy mac and cheese out of a pot on the stove. It took me what felt like eons to nail this recipe, but I’m convinced that this might be THE creamiest and cheesiest stovetop recipe EVER. Case closed.
Simple Ingredients
This is an incredibly simple, basic cheese sauce made with butter, flour, milk, and cheese, but the ratios result in one HECK of a cheese sauce. It's super thick and cheesy, which basically equates to perfection when you're talking about macaroni and cheese. Here is what we use:

- Pasta: Elbow macaroni is the classic mac and cheese shape, but any other short noodle will work like small shells, cavatappi, gemelli, campanelle, or radiator.
- Unsalted Butter + All-Purpose Flour: The combination of these creates a roux, which thickens the cheese sauce.
- Milk: The base of the cheese sauce! I recommend using whole milk for a richer, thicker sauce, but 2% will also work.
- Cheese: We use a combination of American and cheddar cheeses for a classic, creamy flavor. However, you can play around with other varieties, such as white cheddar, Muenster, gruyere, fontina, gouda, colby, Monterey jack, mozzarella, etc. Also be sure to buy your cheese in a block (and slices of American cheese) and shred it yourself. Pre-shredded cheese is coated to prevent it from clumping, but this also prevents it from melting well and can cause your macaroni and cheese to be grainy.
Step-by-Step Overview
This comes together quickly and easily with only a few steps required.
Step #1: Cook the Pasta – Boil the pasta according to the package directions, then drain and set aside.
Step #2: Make the Roux – In a large pot or Dutch oven, melt the butter over medium heat, then add the flour and whisk constantly until the mixture is light brown, about 1 to 2 minutes. Reduce the heat to medium-low and slowly whisk in the milk. Simmer and whisk occasionally until thickened, about 5 minutes.

Step #3: Add the Cheese – Add the cheese a handful at a time and whisk until melted. Season to taste with salt and pepper.
Step #4: Add the Cooked Pasta – Add the drained pasta to the cheese sauce and stir to combine. Serve immediately!

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Mac and Cheese Variations
My favorite way to enjoy macaroni and cheese is with a simple grind of fresh pepper on top, but there are countless ways you can modify the recipe. Aside from changing up the cheeses (see some ideas in the “Ingredients” section above), below are other ways you can customize the recipe:
- Add Meat – Chopped-up ham, bacon, turkey, or even cut-up pork chops!
- Add Veggies – Onions and peppers for a southwestern flair; broccoli florets, cauliflower, mushrooms, and spinach are all great options, too.
- Add Seasonings – While I keep the recipe pretty plain, feel free to add extra flavor by using garlic powder, mustard powder, paprika, cayenne pepper, hot sauce, Worcestershire sauce, etc.
- Add a Topping – Crush up some Ritz crackers or toast some panko breadcrumbs in butter and sprinkle on top of each serving.
Make-Ahead, Storage, Reheating, and Freezing
- Make-Ahead – You can shred your cheese ahead of time and store it in an airtight container or ziploc bag in the refrigerator for up to 2 days before you prepare the mac and cheese.
- Storage – Store the prepared mac and cheese in an airtight container in the refrigerator for up to 3 days.
- Reheat – This reheats like a DREAM! Simply re-warm in the microwave or in a saucepan on the stove; while it stays nice and creamy, you can always add a splash of milk when reheating if you think it needs to smooth out a bit.
- Freezing – This mac and cheese freezes beautifully. Store in an airtight ziploc bag (or airtight container) for up to 3 months. Thaw in the refrigerator overnight before reheating.

Serving Suggestions
While I wholeheartedly believe that mac and cheese can be a bona fide main dish, it is most often served as a side dish. The following are great pairings for creamy mac and cheese:
- Classic Meatloaf
- Buttermilk Fried Chicken
- Pulled Pork
- Slow Cooker BBQ Brisket
- Slow Cooker BBQ Ribs
- Homemade Fish Sticks
More Popular Mac and Cheese Recipes
- Crock Pot Mac and Cheese
- Ultimate Baked Mac and Cheese
- Chrissy Teigen’s Mac and Cheese
- Cajun Shrimp Macaroni and Cheese
- Hatch Chile Mac and Cheese
- Butternut Squash & Bacon Mac and Cheese
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Creamy Stovetop Mac and Cheese
Ingredients
- 1 pound elbow macaroni
- ½ cup (113 g) unsalted butter
- ¼ cup (49 g) + 2 tablespoons all-purpose flour
- 5 cups (1200 ml) whole milk
- 24 ounces sharp cheddar cheese, shredded
- 8 ounces American cheese, sliced and chopped
- Salt and pepper, to taste
Instructions
- Cook the pasta according to the instructions on the box, then drain; set aside.
- In a large Dutch oven or saucepan, melt the butter over medium heat. Add the flour and whisk to combine, then cook for 1 to 2 minutes, whisking constantly, until the mixture is a light golden brown color and beginning to emit a nutty smell.
- Reduce the heat to medium-low and slowly whisk in the milk until smooth. Simmer until slightly thickened, about 5 minutes, whisking occasionally.
- Add the cheese, a handful at a time, whisking well after each addition and not adding more until the previous handful is fully melted and incorporated. Season to taste with salt and pepper.
- Add the drained pasta to the cheese sauce and stir to combine, breaking up any clumps of macaroni. Serve immediately. Leftovers can be stored in an airtight container in the refrigerator for up to 3 days.
Notes
- Pasta: Elbow macaroni is the classic mac and cheese shape, but any other short noodle will work like small shells, cavatappi, gemelli, campanelle, or radiatore.
- Milk: I recommend using whole milk for a richer, thicker sauce, but 2% will also work.
- Cheese: You can substitute other cheeses, such as white cheddar, Muenster, gruyere, fontina, gouda, colby, Monterey jack, mozzarella, etc. Also, be sure to buy your cheese in a block (and slices of American cheese) and shred it yourself. Pre-shredded cheese is coated to prevent it from clumping, but this also prevents it from melting well and can cause your macaroni and cheese to be grainy.
- Add Meat - Chopped-up ham, bacon, turkey, or even cut-up pork chops!
- Add Veggies - Onions and peppers for a southwestern flair; broccoli florets, cauliflower, mushrooms, and spinach are all great options, too.
- Add Seasonings - While I keep the recipe pretty plain, feel free to add extra flavor by using garlic powder, mustard powder, paprika, cayenne pepper, hot sauce, Worcestershire sauce, etc.
- Add a Topping - Crush up some Ritz crackers or toast some panko breadcrumbs in butter and sprinkle on top of each serving.
- Make-Ahead - You can shred your cheese ahead of time and store it in an airtight container or ziploc bag in the refrigerator for up to 2 days before you prepare the mac and cheese.
- Storage - Store the prepared mac and cheese in an airtight container in the refrigerator for up to 3 days.
- Reheat - This reheats like a DREAM! Simply re-warm in the microwave or in a saucepan on the stove; while it stays nice and creamy, you can always add a splash of milk when reheating if you think it needs to smooth out a bit.
- Freezing - This mac and cheese freezes beautifully. Store in an airtight ziploc bag (or airtight container) for up to 3 months. Thaw in the refrigerator overnight before reheating.
Did you make this recipe?
Leave a review below, then snap a picture and tag @thebrowneyedbaker on Instagram so I can see it!




Just like my childhood memories of macaroni and cheese at my grandmothers’ house. We used to eat this and then end up on the couch…Comfort to me at its best. Thank you. It has been a very long time since we tasted this childhood favorite.
The best macaroni, very creamy and so good.
will salted butter work the same instead of using unsalted.
What is American cheese? Similar to Kraft singles?!? Can’t wait to try this!
Hi Karla, Yes! There are other brands as well, such as Land o Lakes, Boars Head, etc.
So …I’ve been CRAVING the GFS brand mac n cheese…I tweaked this recipe a bit – less milk was all, I used Aldi brand block cheese, about 8 oz and a block of Meijer sharp cheddar that I shredded, 1 cup of heavy cream and 2 cups of 2% milk. Added to the boiled noodles to a Pyrex oven dish with a bit more shredded sharp cheddar on top. Baked until cheese was melted and OMG! DELICIOUS..thank you for this recipe ❤
Mine turned out grainy :( I used half white american, half sharp cheddar and it tastes good but it’s grainy… not sure what I did wrong!
I had the same issue, very grainy but tasted delicious. Maybe because I used gouda? I made sure to shred all the cheese myself.
I’m a Mac and Cheese junkie and am so glad that I tried this recipe. The author wasn’t exaggerating, I think this is the creamiest recipe I’ve found. Oddly, it’s even creamier after reheating it in the oven the next day. I have a few favorite!
This is my favorite Mac and cheese recipe. I’m a picky eater and picky with how I like my Mac and cheese and this recipe is a crowd pleaser and easy to make.
If your recipe is curdling or stringy you need to pay attention to her recipe description where she clearly mentions cheese from a block works better.
You’ll have the same issue with any recipe it you use bag cheese with the anti caking agent.
I followed the recipe to a t and the milk started turn into cottage cheese. Not good at all. I’ve been cooking for a long time now.
This recipe is the best one I’ve ever made. I’ve always had trouble with gritty Mac and cheese, so I tried this one, and it is amazing. It is not soupy if you let it sit. It becomes a creamy delight!! I think the one piece of advice I could give to make this correctly is to make sure you have your ingredients ready for the cheese sauce. And take your time!! You cannot walk away from the sauce and expect it be perfect and creamy unless you cook it properly and watch it while cooking!! I have done this so many times and ended up with a gritty separating mess!! So I swore to do the sauce step by step and not get sidetracked and I think that’s one of the reasons it turned out perfectly. I even used pre-shredded cheese!! Good luck to everyone, it really is a good recipe when followed step by step!! Happy quarantined Easter, 2020!!
Great recipe!!!!
Melted velvetta, butter, cream to taste. My kids won’t any other kind. It’s all you need and it is devoured at church pit lucks.
Hi! This looks amazing. I’m a stovetop girl myself. Does this stay creamy after seating out for a while, like at a party? It’s the worst when the Mac gets cold and it’s a block of glue. Thanks for your time!
Like many pasta dishes, the gluten does make it tighten up as it cools. It is an easy problem, however, to fix. I just stir in a little more milk and mix in until you can easily stir it. I find I have to do this after it’s been stored in the fridge,. After it’s reheated in the microwave, it’s just as creamy (or even more so because of said gluten) as it was when freshly made. The hubs just adores it, and bogarts all the leftovers!
I used this recipe to make Mac and cheese to go with our baked ham for New Year’s Eve and everyone just loved it. I will use this recipe again. It was very creamy and cheesey. Thank you for the recipe 😊
This recipe turned out great! I made this for Thanskgiving. The cheese sauce is so creamy and cheesy! Everything I love about mac n cheese! I thought the portion size might be small given the amount of macaroni used, but it actually makes a lot! Everyone loved it. Will definitely make this again.
Made this and my family loved it ! I also added cream cheese bc I needed to use it before going bad. I also added a little smoked paprika. I want to make this for Thanksgiving can you help me convert this for 20 people or send me a link for a calculator please ?
my names Ari too
Could cubed Velveeta cheese be used instead of sliced American cheese? Thanks!
I think that should work!
i made this but with mozzarella instead of cheddar (i don’t like cheddar but love mozzarella) and it was AMAZING!!! it’s a little grainy if it’s not warm enough but i think that’s because of the mozzarella but nothing that is bad. i also used medium shells instead of elbow pasta. but this is so far my fav recipe. it’s super easy (easy enough for my 13 year old daughter to make by herself without help) and it’s just so good! cleanup isn’t hard either, you just have to let the pit soak!!!!!! AMAZING!!!
do you know if it is supposed to be sliced American cheese like Kraft singles?
This is a little late, however, if you use pre-shredded cheese your sauce will be grainy due to the non-sticking agents used.
Let me start by saying I really liked this. My teenaged son who is the mac king did not. He said it was like soup. I did notice that others mentioned this. When I served it up I couldn’t deny it looked like a big soupy mess. When it sits for a minute it thickens up and is less like soup. Just don’t let it sit too long because the American cheese gets too goopy.
Also, I did notice a grainy texture. Sharp cheddar always seems to be a touch grainy. There’s soooo much in this recipe that I expected it to be a little grainy. I didn’t think the texture was bad.
It is a lot of sauce for the amount of noodles. You can always half the sauce if that suits you better. You could also use half and half and less of it. Next tine I will use half and half and make only half the sauce. I will also use about a cup or so less sharp cheddar. However, you can make it just like the recipe says and it’s yummy. Just let it sit for a moment so it turns from soup into macaroni or use a slotted spoon to drain some of the soupy.
Again, I ate this up regardless of my waistline.
I would love to have the dad’s recipe too. We don’t like American cheese.
This recipe is for those of us who wanted a soupy option.
I love this recipe. It’s the best mac N cheese I’ve ever had!!
First off, she’s not kidding. This recipe makes enough to feed 8-10 people (at least in my house!)
My sauce was a little grainy too, but I think that was because I didn’t give my flour enough time to cook out (or maybe I overcooked it, there was a lot of distraction happening.) Also, it thickened up nicely and the grittiness went away after it had “sat” for awhile (okay, maybe I was snitching bites later when putting away leftovers!)
For those complaining that the mac n cheese sauce is too liquidly, make sure you’re giving roux+liquid enough time to cook/blend before adding cheese.
The second time I made this I reduced sauce incredients by about 25% and it still came out plenty cheesy, but slightly less overwhelmingly so!
Reduced milk to 2 cups and used 1 cup heavy cream. The grainy texture is from over cooking the white sauce. When cooked right it should have a creamy, velvety texture. Made it for Easter dinner and with the tweaking it came out perfect.
I really enjoyed cooking this delicious mac and cheese, even though my house burnt down in the process.
Made this tonight and it’s very grainy.
When you make your roux (butter/flour/milk) add your cheese to the heated mixture slowly. … Do NOT add the cheese to the mixture if it’s boiling/bubbling. Adding cheese to a bubbling mixture will cause the cheese to break down. The emulsifiers and coagulants break down when heated thus causing a gritty texture.Sep 25, 2018
Recipe is simple and love the cheesiness BUT the texture was really funky and actually kinda gross. I followed the instructions to a T. Not sure what gave it that texture but next time I’ll try a different recipe.
Way too much cheese and gross gritty texture. I followed the instructions exactly and it does not taste good! Giving a star because it’s easy to follow and described well. Don’t recommend this. It isn’t even worth following again and costed over $10 make!
Good flavor, and creaminess. But this is enough cheese sauce for 3 or 4 times the noodles.
Mac & Cheese Soup!! I will not use this recipe again!
My friend made this for the kids and every single kid ate seconds or thirds. I tried a bite and could see why! It was delicious!!! I got the recipe from her so I can recreate it because it’s one of the few meals that both my kids will eat. Thank you for the great and simple recipe!
It came out liquid like soup. TOO LOOSE!