Velvety Stovetop Macaroni and Cheese
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Mac and Cheese can be a fantastic meal or a delightful side dish, and this easy, velvety stovetop macaroni and cheese deserves a spot in your recipe collection. What’s great about this recipe is that it doesn’t rely on Velveeta cheese. Instead, the luscious creaminess of the cheese sauce comes from a heavenly blend of heavy cream and cheddar cheese.
The magic for the creamy texture begins with a classic butter and flour roux. This base creates a smooth, thick foundation for the sauce. Beyond the cheese and cream, the sauce is enhanced with milk, mustard powder, smoked paprika, salt, and pepper, adding layers of rich, savory flavor.

For the pasta, I opted for the traditional elbow macaroni, but don’t hesitate to experiment with different shapes. Small or medium shells and mini bow tie pasta are also fantastic choices, adding a fun twist to this comforting dish.
Whether you’re serving this creamy mac and cheese as a main course or a side, this stovetop version is guaranteed to satisfy your cravings and become a family favorite.
Ingredients for Velvety Stovetop Macaroni and Cheese RECIPE
- MACARONI NOODLES
- BUTTER
- FLOUR
- HEAVY CREAM
- MILK
- MUSTARD POWDER
- SMOKED PAPRIKA
- SALT AND PEPPER
- CHEDDAR CHEESE

Instructions for Velvety Stovetop Macaroni and Cheese
Cook the Macaroni: Start by bringing a large pot of water to a boil. Cook the macaroni according to the package directions until al dente. Once cooked, drain the pasta and set it aside.
Prepare the Cheese Sauce: While the macaroni is cooking, melt butter in a separate large saucepan or skillet over medium heat. Once the butter is melted, add the flour and cook for about 2 minutes, stirring constantly to create a smooth roux.
Add the Liquids and Seasonings: Pour in the heavy cream and milk, whisking continuously to blend them with the roux. Add the spices – mustard powder, smoked paprika, salt, and pepper. Continue whisking until the sauce begins to thicken. This will take a few minutes.
Incorporate the Cheese: Remove the pot from heat and gradually add the shredded cheddar cheese, stirring until the cheese is completely melted and the sauce is smooth and creamy.
Combine with Macaroni: Add the cooked and drained macaroni to the cheese sauce, stirring until the pasta is well-coated and evenly mixed with the sauce.
Serve and Enjoy: Serve the velvety stovetop macaroni and cheese immediately while it’s warm and gooey. Enjoy it as a main dish or a side—it’s sure to be a hit!

Frequently Asked Questions
Can I use different types of cheese?
Yes, you can experiment with different types of cheese such as Gouda, Monterey Jack, or Gruyere. Just make sure to choose cheeses that melt well for a smooth and creamy sauce.
Can I make this recipe gluten-free?
Absolutely! Substitute the all-purpose flour with a gluten-free flour blend, and use gluten-free pasta. Ensure that all other ingredients are gluten-free as well.
How do I store leftovers?
Store any leftover mac and cheese in an airtight container in the refrigerator for up to 3 days. Reheat gently on the stove or in the microwave, adding a splash of milk if needed to maintain creaminess.
Can I add other ingredients to the mac and cheese?
Yes, feel free to customize your mac and cheese by adding ingredients such as cooked bacon, sautéed mushrooms, or steamed broccoli. Simply fold them into the dish before serving.
Can I make this recipe ahead of time?
Yes, you can prepare the mac and cheese up to the point of adding the pasta to the sauce. Store the sauce and pasta separately in the refrigerator for up to 24 hours. When ready to serve, reheat the sauce and combine it with the pasta.
What can I serve with mac and cheese?
Mac and cheese pairs well with a variety of side dishes such as a fresh green salad, roasted vegetables, or garlic bread. It also complements proteins like grilled chicken, steak, or fish.
Can I use milk instead of heavy cream?
Yes, you can substitute heavy cream with milk, but the sauce may be slightly less creamy.
How do I prevent the cheese from becoming grainy?
To prevent graininess, remove the pot from heat before stirring in the cheese, and use freshly grated cheese rather than pre-shredded cheese, which often contains anti-caking agents.
For more recipes like this, try:

Velvety Stovetop Macaroni and Cheese
Real Mom Kitchen
Ingredients
- 1 lb macaroni uncooked
- ¼ cup butter
- ¼ cup flour
- 1 cup heavy cream
- 2 cups milk
- ½ tsp mustard powder
- ½ tsp smoked paprika
- ½ tsp salt
- ¼ cup pepper
- 3 cups cheddar cheese shredded
Instructions
- In a large pot, cook macaroni according to package directions.
- Meanwhile, in a large pot or skillet, cook butter with the flour over medium heat for 2 minutes.
- Add cream, milk, mustard powder, smoked paprika, salt & pepper. Whisk together until the sauce begins to thicken.
- Remove the pot from heat and mix the shredded cheese. Stir until the cheese is completely melted.
- Add cooked and drained macaroni to sauce. Stir to combine and serve immediately.
Nutrition
This recipe is adapted from Kim the Foodie.