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Macaroni and Cheese in a Pot

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Makes 4 servings 1x

Time 30 minutes

Units Scale


  • 1 tablespoon unsalted butter
  • 1 cup breadcrumbs, preferably homemade
  • 4 cups whole milk
  • 1 pound elbow macaroni or other cut pasta
  • Salt
  • 1/4 cup cream cheese, softened
  • 3 cups shredded cheddar cheese (about 12 ounces)


  1. Melt the butter in a large pot over medium heat. Add the breadcrumbs and cook, stirring often, until they’re golden and crisp, 3 to 5 minutes. Transfer to a bowl; wipe out the pot.
  2. Put 3 cups milk and the pasta in the pot and sprinkle with salt. Bring the mixture to a boil, stirring often, then adjust the heat so it bubbles steadily. Cook, stirring constantly, for 5 minutes, then start tasting. You want the pasta to be tender but still with a tiny bit of crunch; it could take as long as 15 minutes. Meanwhile, the mixture should be neither soupy nor dry; add 1/4 cup milk if necessary.
  3. Stir in the cream cheese, cheddar, and enough of the remaining milk to make a thick sauce. Stir until the cheese is melted and fully incorporated. Taste and adjust the seasoning. Top with the breadcrumbs and serve hot.

— Recipe from Dinner for Everyone: 100 Iconic Dishes Made 3 Ways