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Creamy One-Pot Macaroni and Cheese in a cast-iron skillet, next to a striped cloth and a bunch of sage. This macaroni and cheese is creamy and decadent, but without a roux or actual cream. Just loads of cheesy flavor!

Creamy One-Pot Stovetop Macaroni and Cheese

Creamy One-Pot Stovetop Macaroni and Cheese is an easy, decadent meal that is done in about 15 minutes. The perfect fix for your comfort food cravings!
Course Entree
Cuisine American/Comfort Food
Prep Time 12 minutes
Cook Time 23 minutes
Total Time 35 minutes
Servings 6 –8
Author Michelle


  • 3 cups water
  • 2 cups skim milk
  • 1/4 tsp. salt (or to taste)
  • 1/8 tsp. freshly ground black pepper
  • 1 tsp onion powder
  • 1 bay leaf dried
  • 1 lb. elbow macaroni
  • 1/2 tbsp. yellow mustard
  • 1 tbsp. Sriracha (optional; see Recipe Note #1)
  • 8 oz American Cheese (good quality, about 2 cups, shredded; see Recipe Note #2)
  • 8 oz medium cheddar cheese (about 2 cups, shredded; see Recipe Note #1)


  • Add the water, milk, bay leaf, salt, and pepper to a heavy-bottomed pot. Bring to boil over high heat. Stir in macaroni and turn heat to medium-low. Continue cooking, stirring occasionally, until the macaroni is cooked to your liking, about 10 minutes (or according to package directions) for al dente. Don't drain!
  • Add in the mustard, Sriracha, onion powder, and American cheese. Cook, stirring constantly, for about 1 minute or until the cheese is completely melted. Remove the pot from the heat and add in the cheddar cheese. Mix well (the cheese doesn't need to be completely melted). Cover the pot and let stand for 3 minutes. Remove the lid from the pot and stir the macaroni until sauce is smooth (if it's thin, that's okay: it will thicken up as it cools down). Remove the bay leaf and serve.


  1. I've had feedback that this makes the mac too spicy. I've never noticed more than a mild kick, but in light of that feedback, I'd suggest starting with a small squirt and add more to the final dish to taste. Or, omit it altogether if you're sensitive to spicy foods.
  2. Absolutely **DO NOT** use pre-shredded cheeses: these contain other stuff, like cornstarch, to prevent shreds from clumping together. This will destroy any cheese sauce. You can shred the cheese in advance and refrigerate in separate containers or zip-top bags.