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An individual serving of Stovetop Macaroni and Cheese being scooped up with a fork from a small white bowl.
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5 from 2 votes

Stovetop Macaroni and Cheese

This easy Stovetop Macaroni and Cheese recipe requires no time in the oven and is so much more delicious than a boxed mix. It's super creamy, cheesy, and guaranteed to satisfy!
Prep Time15 mins
Cook Time35 mins
Total Time50 mins
Course: Lunch, Main Dish, Side Dish
Cuisine: American, Italian
Servings: 6
Calories: 419kcal


  • 8 ounces elbow or shell pasta
  • 3 tablespoons butter
  • 3 tablespoons all-purpose flour
  • 1 teaspoon all-purpose seasoning (like Lawry's Seasoned Salt)
  • ½ teaspoon dry ground mustard
  • freshly ground black pepper to taste
  • 2 cups 2% milk (warmed for 1 minute in microwave)
  • cups shredded sharp cheddar cheese (or a mixture of a variety of cheeses)
  • 4 ounces Velveeta, cut into about 8 pieces (it makes it easier to melt)

For the Toasted Bread Crumb Topping

  • ¼ cup Italian seasoned panko bread crumbs
  • 1 tablespoon chopped fresh parsley


  • Bring a large pot of salted water to boil. Add pasta and boil for 5 minutes. Transfer the partially cooked pasta to a colander to drain.
  • Add butter to the dry, warm pot and place over MEDIUM heat. Once butter has melted, stir in flour, and cook for 3 to 5 minutes stirring constantly to form a roux. Add all-purpose seasoning, ground mustard, and pepper. Slowly add milk, whisking well as you add it. Cook and stir until bubbly and slightly thickened, about 3 to 4 minutes.
  • Add cheddar and Velveeta (or your cheese of choice). Cook, stirring constantly, until melted.
  • Add partially cooked pasta to the cheese sauce and stir to coat. Bring to a low boil then reduce the heat to LOW, cover, and cook for 15 to 20 minutes or until pasta is tender and cheese sauce has reduced a bit.
  • Transfer the mac and cheese to a serving dish.

Toasted Bread Crumb Topping

  • Place bread crumbs in a small non-stick skillet and place over MEDIUM LOW heat. Cook, shaking pan occasionally, until lightly browned and toasted, approximately 3 to 4 minutes. Watch closely to avoid burning.
  • Remove the skillet from the heat and add the parsley. Toss to combine and then sprinkle the mixture over the mac and cheese before serving.


Leftovers reheat really well in the microwave. If needed, add a splash of milk to make it creamier when reheating.


Calories: 419kcal | Carbohydrates: 41g | Protein: 19g | Fat: 20g | Saturated Fat: 12g | Cholesterol: 59mg | Sodium: 1019mg | Potassium: 299mg | Fiber: 2g | Sugar: 7g | Vitamin A: 790IU | Vitamin C: 1mg | Calcium: 425mg | Iron: 1mg