3 Ingredient Mac n Cheese
Turn noodles, milk and cheese into 3 Ingredient Mac n Cheese, a creamy, cheesy comfort meal that your whole family will love.

What’s in 3 Ingredient Mac n Cheese?
Good news, cheese lover… you may never buy that blue box of Kraft mac n cheese again.
I actually use two different kinds of cheese to help get a cheesy, rich sauce, so I guess technically, there are four ingredients in this meal if you are keeping score. Ha.
I use Cavatappi noodles for this dish. They look like little corkscrews and have ridges on the noodle. Both the ridges, and the bends of the noodle, help the cheese sauce stick to the noodle, giving each bite equal rich, cheesy goodness.
Cavatappi is my favorite, but you could use any twisted shape noodle like elbow macaroni, fusilli, rotini or small shells. You want a noodle with little nooks and crannies for the sauce to settle into.
I use a combination of good old Velveeta melting cheese, and freshly grated cheddar cheese.
For the milk, I recommend 2% to help give the cheese sauce a nice thick, creamy consistency. No need to go as heavy as whole milk or heavy cream. 2% works the best with the Velveeta.
Ingredients
- Cavatappi noodles (or any twisted shape noodle)
- Velveeta cheese product (like this)
- cheddar cheese
- 2% milk

How do you make 3 Ingredient Mac n Cheese?
In a large pot, add approx 6 cups of water (and 1T salt, optional) to a boil. Note: I use course salt. If using table salt, use less.
Add 3 cups of pasta and cook until al dente. Stir a few times during cooking process to prevent the noodles from sticking together. Drain pasta water from noodles in a colander, but do not rinse. Set pasta aside.



In the same warm saucepan, warm 8oz of the Velveeta and 1 cup of milk over medium heat. Tip: Keep a close eye on the sauce and be sure to stir frequently to avoid scorching.
Once the Velveeta is mostly melted, stir in 1 cup freshly grated cheddar cheese. Note: its important to use freshly grated cheese as pre-shredded cheese has a coating on it that prevents it from melting well, and may cause clumps.

Pro Tip: I use this Kitchen Aid attachment to shred a block of cheese in seconds. Then I store shredded cheese in a ziplok bag in fridge for up to 2 weeks.


Add cooked pasta back into the pot and give everything a good stir to combine. Make sure the pasta is completely coated in the cheese sauce.
Scoop into individual bowls and serve warm.


How do you store leftover Mac n Cheese?
Store leftovers in an airtight container in the refrigerator for up to 4 days.
To reheat pasta, add leftovers to a small saucepan over low heat. Add a splash of milk and give noodles a good stir.
Heat until warmed through.
FAQ’s
Can you add bread crumbs to Mac n Cheese?
Toasted breadcrumbs add a fantastic little crunch to the noodles if you want to take this dish one step further and get an ultimate comfort food feel.
Once fully cooked, transfer the Mac n Cheese from the saucepan to a baking dish. Melt 2 T butter and stir in 1/2 cup of plain bread crumbs and a pinch of paprika, (optional). Top noodles with breadcrumb mixture and bake at 350 degrees f until golden brown (for approx 20 mins).
Why do you add salt to water when cooking pasta?
Pasta on its own does not have a ton of flavor. Adding a little salt to the water, helps infuse some of that salty flavor to the pasta while it cooks, which will elevate the taste of your final dish.
Water actually pays a huge part when cooking pasta. It’s important to use enough water so that your pasta cooks evenly. Start with 6 cups cold water and add 1T salt (I use course salt. If using table salt, use less). Cook over high heat until water boils and then add your macaroni noodles. Let pasta cook only until al dente to avoid over cooked, mushy mac n cheese.
Can I add some more complex flavors to Mac n Cheese?
Try stirring a little mustard powder into the cheese sauce.
You could also use shredded white cheddar or monterey jack cheese in place of the cheddar cheese to add an extra flavor kick to your dish.
What to serve with Mac n Cheese?
This dish is honestly so great on it’s own. Try serving it with:
- roasted veggies
- fruit salad
- side salad
- green beans
- veggies and ranch dip
If you’d like to add a little protein, try mixing in some shredded rotisserie chicken. You can also toss in some cherry tomatoes for a fun twist on this classic dish.
Mac n Cheese also makes a great side dish. Serve along side of a baked ham, meat loaf or bbq brisket.
Bonus Recipes
Try these other pasta dishes for an easy weeknight dinner:
Homemade Marinara Sauce with Turkey Meatballs

3 Ingredient Mac n Cheese
Equipment
- 1 large sauce pan
- 1 colander
- 1 wooden spoon
Ingredients
- 3 cups Cavatappi noodles (or any twisted shape noodle)
- 8 ounces Velveeta Melting Cheese (like this)
- 1 cup cheddar cheese freshly shredded
- 1 cup 2% milk
Instructions
- In a large pot, add approx 6 cups of water (and 1T salt, optional) to a boil. Note: I use course salt. If using table salt, use less.
- Add 3 cups of pasta and cook until al dente. Stir a few times during cooking process to prevent the noodles from sticking together. Drain pasta water from noodles in a colander, but do not rinse. Set pasta aside.
- In the same warm saucepan, warm 8oz of the Velveeta and 1 cup of milk over medium heat. Tip: Keep a close eye on the sauce and be sure to stir frequently to avoid scorching.
- Once the Velveeta is mostly melted, stir in 1 cup of freshly grated cheddar cheese. Note: its important to use freshly grated cheese as pre-shredded cheese has a coating on it that prevents it from melting well, and may cause clumps.
- Add cooked pasta back into the pot and give everything a good stir to combine. Make sure the pasta is completely coated in the cheese sauce.
- Scoop into individual bowls and serve warm.
This recipe was cheesy and we all enjoyed it. I have made it a few times and once added bacon for a twist. Thanks for sharing.