One-Pot Rich AF Mac & Cheese

5 from 5 votes
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I really think everyone needs to know how to make an easy One-Pot Mac & Cheese. But I also think everyone needs to know how to make a One-Pot Rich AF Mac & Cheese. And if you don’t know what “AF” stands for just google it!

If you have just a few simple ingredients and a big pot, you will achieve one of the creamiest, richest, insanely comforting and so dang flavourful Mac & Cheese recipes you’ve ever had. Every few weeks my kids will ask for Mac & Cheese (what kid doesn’t) and my response is pretty much always – SOUNDS GOOD TO ME! Because while it’s such a kid-friendly recipe, we all love it in this house.


Here is a quick overview of the ingredients you’ll need to make my One-Pot Rich AF Mac & Cheese. For the exact detailed measurements and ingredients, scroll to the bottom of this page to review my recipe card.

  • Butter
  • Flour
  • Milk: you can sub here for plant based milk if that’s what you prefer to use.
  • Chicken stock: you can sub for veggie stock here if thats your preference.
  • Macaroni: you can use whatever type of pasta you’d like here although this recipe was created using macaroni so the size of pasta you choose may alter the cook time and milk/stock ratio so just keep that in mind.
  • Cheddar and white cheddar: I like mixing the two but go crazy with whatever cheese is your fav!
  • Cream cheese
  • Tons of different seasonings that I will list below.

My tips before getting started

You can’t skip out on the roux here. If you don’t know what a roux is its basically just a mixture of flour and fat which is cooked together and used to thicken sauces.

Get out the seasonings because we need a few here. A few of my favs to add are: salt, pepper, garlic powder, onion powder, smoked paprika, nutmeg, and ground mustard. I know a lot of people add regular yellow mustard to their Mac & Cheese recipes, but I find the combination of nutmeg and ground mustard to be enough here.

I always make this recipe using macaroni so keep in mind if you sub this out for a different pasta the end result might be different. It will still be delicious but you may just need to add more stock/milk. It should be a very similar ratio though if you use a pasta that is similar in size to macaroni.

SHRED YOUR OWN CHEESE! The store-bought pre shredded cheeses are coated with something (like I know what it is LOL) that prevents it from melting into a beautiful smooth consistency. So, for Mac & Cheese we shred our own, okay!

Keep in mind you will want to try the pasta just after you mix in the cheese to see if it needs any additional salt. Depending on the cheese you buy will determine the saltiness of this dish and they all contain a different salt amount.


  • Use the cheeses you like best: feel free to swap out the cheeses in the recipe for your own favourites. Smoked cheddar, mozzarella, havarti are all really great here.
  • Add your favourite protein: add some protein if you want! Chicken or shrimp go really well in this dish!
  • Switch up the pasta: no need to use macaroni if you have a preference towards another pasta.
  • Add your veggies: I know a lot of people like peas or broccoli in their Mac & Cheese so feel free to add whatever type of veggies you want here! If you do, I would add them in once the pasta is about halfway done cooking.

Reasons why you’ll love this recipe

Made all in one pot: Yes, one pot! This recipe could not be any easier and the best part about it is you only need to use and clean up one big pot!
Ready in under 20 minutes: I love making this recipe because it comes together in 20 minutes, so it makes for the perfect week-day dinner.
Filling & satisfying: If you are looking for sometimes super creamy and rich, honestly look no further this is it!
Kid-approved: Yup! Kid-approved! My kids go nuts for this one and I am sure yours will too!

Storing & reheating

Add your leftovers to a glass container or tupperware and store in your fridge for up to 4 days. To reheat, simply add to a frying pan with a lid and let it slow cook/simmer for 4-6 minutes in a 2 tablespoons of stock or milk. Alternatively you can add the leftovers to your microwave for 30-45 seconds.

Is this recipe freezer safe?
I don’t personally like freezing Mac and Cheese, but I know lots of people do, so I am going to say yes, although I find its just too dry for my liking after its been baked.

How long can I store the leftovers?

Up to 3 days in your fridge!

Watch the recipe video

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5 from 5 votes

One-Pot Rich AF Mac & Cheese

This is my One-Pot Creamy and Rich Mac & Cheese and it is what literal DREAMS are made of. It's rich, velvety, so creamy and comes together in 20 minutes! Not so mention, clean up is easy as this one is whipped up all in one big pot! I hope you enjoy this one as much as my family does.
Prep: 10 minutes
Cook: 10 minutes
Servings: 4


  • 1 lb macaroni
  • 1/4 cup butter
  • 2.5 tbsp flour
  • 3 cups milk
  • cups chicken stock
  • 1/3 cup cream cheese
  • 3 cups cheddar cheese, shredded
  • 1 cup white cheddar cheese, shredded
  • 3/4 tsp salt
  • 1/4 tsp pepper
  • 1/2 tsp onion powder
  • 1/2 tsp garlic powder
  • 1/2 tsp smoked paprika
  • 1/4 tsp ground mustard
  • 1/8 tsp ground nutmeg
  • fresh chives, optional
  • fresh tomatoes, optional


  • Bring a large deep pan to medium heat. Add you butter, and once melted add your flour. Using a whisk gently stir the flour, combining it with the butter, ensuring no clumps remain. About 2 minutes.
  • Add your chicken stock and bring to a light boil, stirring often. Once slightly thickened, add you milk. About 2 minutes.
  • Add your seasonings and macaroni and mix together well.
  • Bring the pasta to a boil stirring often to avoid it from sticking to the bottom of the pan.
  • Once the pasta is nearly cooked, and some liquid remains, add your cream cheese and combine.
  • Once the pasta needs only another minute or two, add your shredded cheeses and mix together on low heat. Once the cheese has been incorporated and melted remove from heat.
  • Top with tomatoes, chives and lots of fresh cracked pepper.
  • Enjoy this one right away!

Nutrition information is automatically calculated, so should only be used as an approximation.

Additional Info

Prep Time: 10 minutes
Cook Time: 10 minutes
Course: Main Course, Side Dish
Cuisine: American
Servings: 4

About Sammy Montgoms

I am so glad you are here. I am a BIG foodie gal. I am one of those people who lives to eat, rather than eats to live. I love to create nostalgic Italian dishes (especially pasta), but I also love to whip up simple and quick recipes for my family. Hopefully, my page inspires you to do the same. Thank you for being here, and happy eating!

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Recipe Rating


  1. I probably should have left out the salt, I used a cheaper brand of chicken stock instead of what I would normally use and I think it was more salty. Not an issue with the recipe though.

  2. 5 stars
    Loved this recipe! I have made it twice. The first time I made it exactly as written, it was great. Rich is a perfect way to describe it, the sauce is thick and reminds of some restaurant style mac and cheese. The second time I made it I made some adjustments for personal preference, added extra broth (since we like it a little saucier), left out the cream cheese, adjusted the spices slightly, and used the cheese we had on hand. I think that speaks to how versatile this recipe is. Loved how easy it is, that it adds protein to Mac and Cheese, and only uses one pot. I know this will become a staple in our house!

  3. 5 stars
    Really good and creamy I’ve made this recipe about 3 times and the last time i added some smoked gouda cheese and it was so good

  4. 5 stars
    Just made it and it is indeed rich AF! Delicious. My new go-to Mac n cheese recipe! I made it exactly as written and converted measurements to weights as i went along (I hate washing measuring tools!). Fyi, 55g butter, 22g flour, 75g cream cheese, 270g cheddar, 90g white cheddar. I’m a little afraid I’m going to eat the whole thing by the end of the weekend.

  5. 5 stars
    I have several Mac & cheese fails in the past, but this one is a win! I will definitely make it again. I love your recipes and your IG posts!

  6. 5 stars
    Love this! It has replaced my previous go to baked Mac n cheese. One pot so less mess but most importantly so freakin creamy, cheesy and delicious!