This homemade Macaroni and Cheese is everything a weeknight recipe should be. It’s creamy, cozy, and wonderfully simple. My stovetop version comes together quickly, with a flavorful, velvety cheese sauce that clings perfectly to the pasta.

While there are many ways to “do” macaroni and cheese, from Pulled Pork Mac and Cheese to Baked Shrimp Mac and Cheese, this Macaroni and Cheese recipe is the best one for pulling off a weeknight dinner, no muss, no fuss. And it has nothing to do with tearing open a packet of cheese powder!

What You’ll Need
Here’s a quick look at the ingredients that make this macaroni and cheese so awesome. Scroll down to the printable recipe card for exact amounts.
- Cheese – A combination of Monterey Jack and sharp cheddar, shredded off the block, for the smoothest melt.
- Butter – I use unsalted butter, but if you have salted on hand, you can use that and add salt to taste when making the sauce.
- Milk – Whole milk offers the perfect consistency and richness for creating a creamy, luxurious sauce.
- Flour – To thicken the sauce.
- Seasonings – Kosher salt, garlic powder, onion powder, dry mustard, and black pepper.
- Elbow macaroni – The classic choice. Small elbows hold onto the sauce so well! But you can use any shape that has little nooks and crannies for the cheese sauce to collect.
How to Make Macaroni and Cheese on the Stovetop
Let’s walk through this step-by-step. It’s a cinch!


- Prep your ingredients. Shred the cheeses, measure the butter and milk, and let the dairy sit out briefly to take the chill off.
- Mix the flour and seasonings. In a small bowl, whisk together the flour, salt, garlic powder, onion powder, dry mustard, and black pepper.
- Cook the macaroni. Bring a pot of water to a boil and add kosher salt. Cook the elbow macaroni just to al dente. (The pasta will continue to soften slightly when mixed with the cheese sauce.) Drain and set aside.
- Start the roux. While the pasta cooks, melt the butter in a large skillet or Dutch oven over medium-low heat. Sprinkle the seasoned flour mixture over the butter and whisk to combine. Continue whisking for about 1 minute to cook off the raw flour taste and deepen the flavor of the seasonings.
- Add the milk. Very slowly stream in the milk, whisking constantly until smooth. Bring the mixture to a light simmer. Continue to simmer for 4 to 5 minutes, or until thickened.


- Melt the cheese. Reduce the heat to low. Add the Monterey Jack in two additions, stirring until fully melted before adding more. Then repeat with the sharp cheddar.
- Finish. Fold the cooked macaroni into the cheese sauce and serve.

Brenda’s Tips for Stellar Results
Here are a few things I learned while testing this recipe, to achieve the perfect stovetop macaroni and cheese.
- Shred your own cheese. Pre-shredded cheese contains anti-caking agents that prevent smooth melting. If you want the creamiest mac & cheese possible, with the very best flavor, it’s important to shred your own cheese.
- Salt your pasta water well. “Salty as the sea!” Or so they say in Italy. This is your first layer of flavor, where the noodles absorb some of the salt.
- Keep the heat gentle. High heat is the enemy of a creamy, silky-smooth cheese sauce. The heat can make it grainy and just generally “off” in texture.
- Serve right away. Stovetop macaroni and cheese is at its absolute best when it’s fresh from the pan.
Easy Mac & Cheese Variations
Want to switch things up? These simple ideas will add a little flair without complicating things.
- Add bacon. Stir in crispy cooked bacon after taking the pan off the heat or crumble bacon onto each serving for garnish.
- Spice it up. Add a pinch of cayenne or a few dashes of hot sauce.
- Add some veggies. Fold in chopped bites of steamed broccoli or cauliflower right before serving.
- Make it smoky. Swap in smoked cheddar for the sharp cheddar for a rich, smoky flavor. Alternatively, smoked paprika will add some smokiness too.

Serving Suggestions
Because this stovetop mac and cheese is rich and creamy, it pairs beautifully with lighter, fresh sides if you’re making it your main dish. Try it with Strawberry Salad or simple Roasted Asparagus.
Serving it as a side? It’s perfect with Pulled Pork. We also like it with Cheeseburger Sliders and Beer Can Chicken.
Storage and Reheating
- Refrigerator: Store leftover macaroni and cheese in an airtight container for up to 4 days.
- Freezer: This freezes just fine, as long as you’re aware that it will not have exactly the same texture as when you first enjoyed it straight from the stovetop. Just store it in a freezer-safe, airtight container for up to 2 months. Let thaw in the fridge overnight.
- To reheat: Warm gently on the stovetop or in the microwave. Add a splash of milk, if needed, to bring back that creamy texture.
More Cozy Pasta Recipes

Homemade Macaroni and Cheese
Ingredients
- 8 ounces block Monterey Jack cheese, freshly shredded, divided
- 8 ounces block sharp cheddar, freshly shredded, divided
- ¼ cup unsalted butter, at room temperature
- 2 cups whole milk
- 3 tablespoons all-purpose flour
- 1½ teaspoons Morton kosher salt (plus 2 teaspoons for cooking the noodles)
- 1 teaspoon garlic powder
- 1 teaspoon onion powder
- ½ teaspoon dry mustard
- ½ teaspoon black pepper
- 16 ounces small elbow macaroni, uncooked
Instructions
- Prep: Have all ingredients ready to go before you start. Shred the cheeses, keeping the varieties separated. Measure out the butter and milk. Then let these cold dairy items sit on the counter as you proceed. This prep helps the process go very smoothly, for the best mac & cheese!
- In a small bowl, whisk the flour, salt, garlic powder, onion powder, dry mustard, and black pepper. Set aside.
- Cook macaroni: Cook macaroni per package directions, with 2 teaspoons of kosher salt added to the boiling water, just to al dente. Do not over-cook. Drain very well; set aside.
- Make cheese sauce: While macaroni is cooking, set a large skillet with tall sides (or a Dutch oven), over medium-low heat. Add butter. Once butter has melted, sprinkle seasoned flour mixture over the top, and whisk to evenly incorporate. Continue to whisk for 1 more minute.
- Very slowly stream in the milk, whisking continuously, until mixture is smooth. Continue cooking over medium-low heat, keeping the heat gentle and stirring occasionally, and bring to a light simmer. Do not let it boil (high heat can cause a grainy texture). Mixture will thicken to the consistency of a very heavy cream and will coat the back of a spoon. This should take 4-5 minutes.
- Reduce heat to low. Add half of the Monterey Jack; stir until melted. Add remaining Monterey Jack; stir until melted. Add half of the sharp cheddar; stir until melted. Add remaining sharp cheddar; stir until melted. If the sauce cools too much at any point in this process where the cheese is not melting well, turn heat up a little, but not higher than medium-low. Do not let the cheese sauce boil.
- Finish mac & cheese: Add cooked and drained macaroni to the skillet with the cheese sauce, and fold to combine. The macaroni will pretty quickly absorb the cheese sauce and thicken up to the perfect consistency.
- Once at your desired thickness, serve right away, hot!
Nutrition Information:
This post was originally published in 2014, then updated in 2026.






Love this!
This is beyond amazing. Very cool recipe.
I’m all over that on mac and cheese!
This all looks sooo amazing.
Great post Brenda, I can only imagine how good that mac and cheese tastes!! Send me some?
Love all that cheese! Makes me want to dig right in :)
I’m am game for all cheese celebrations! This mac and cheese is over the top delicious!
Oh how I love Wisconsin cheeses!! We used to always fly Midwest Express which connected in Milwaukee and I loved the cheese shop in the airport!!! Fun memories. :)
I love all cheese, but it is always interesting to learn about new or different ones.
Love the mac and cheese! Love WI cheese!
I love cheese and just placed a nice order on cheeses and summer sasuages…thanks and tonight my family will be having your mac and cheese recipe…love me some mac and cheese…:o)…
Super fun mac and cheese!
Wow! This recipe looks amazing! Pinned it.
This mac and cheese sounds so cool! Love all the cheese!! :)
I love this recipe!
Such an interesting post and the mac and cheese just looks outta this world! Thanks for participating in mac and cheese mania!!!!