Macaroni and Cheese and I have had a love affair for many many years.  This simple macaroni cheese is full proof!

What kind of cheese is used for macaroni and cheese?

Weight Watcher peeps – why does cheese have to be so many WW points?  I’ve been watching TikTok’s of macaroni and cheese recipes that use upwards of FOUR POUNDS of cheese.

For this recipe, we’ve drastically dialed down the cheese, so you want to use a good cheese, such as Tillamook.  I prefer extra sharp but you can use whatever cheese you prefer.

What type of pasta can you use in macaroni and cheese?

Hannah is of the firm believer that shaped pasta just tastes better, so if you were to ask her, she would say corkscrew, bowtie, or mini shells.  Me?  I love simple elbow macaroni, but recently found LARGE elbow macaroni and I’ll use this going forward.  So much room for the creamy sauce to get lost in the pasta.

What ingredients do you need to make macaroni and cheese?

  • dry pasta
  • butter (I use I Can’t Believe It’s not Butter Light)
  • flour
  • milk (I used skim milk in this recipe, but feel free to use milk of choice)
  • salt, pepper, dried parsley
  • dijon mustard (love mustard in mac and cheese!)
  • good cheddar cheese (or cheese of choice)

these are the ingredients you need to make simple macaroni and cheese

this is a bowl of simple macaroni and cheese

Simple Macaroni and Cheese

Yield: 6 - 1 cup servings
Prep Time: 5 minutes
Cook Time: 12 minutes
Total Time: 17 minutes

Why does cheese have to be so many WW points? This version is more of a creamy version, than cheesy version, but it's still delicious. I found large elbow macaroni and I am obsessed with it! See the notes section on how I bake in the air fryer.


  • 2 cups dry elbow macaroni (I used large elbow)
  • 2 tablespoons I Can't Believe It's Not Butter Light
  • 3 tablespoons flour
  • 2 cups skim milk (or milk of choice)
  • 1 tablespoon Dijon mustard
  • 2 ounces sharp cheddar cheese (use really good cheese - this is not the time for low fat!)
  • 1/2 teaspoon salt
  • 1/2 teaspoon black pepper
  • 1 teaspoon dried parsley
  • 1/3 cup bread crumbs (optional if you make a baked version)


Cook the Macaroni:

  1. Cook the elbow macaroni according to the package instructions. Drain and set aside.

Prepare the Cheese Sauce:

  1. In a medium saucepan, melt the butter over medium heat. Stir in the flour and cook for about 1-2 minutes until it forms a paste (roux). Gradually whisk in the milk, stirring constantly to avoid lumps. Continue to cook and stir until the mixture thickens, usually around 5-7 minutes.
  2. Reduce heat to low and add the shredded cheddar and Dijon mustard. Stir until the cheese is completely melted and the sauce is smooth. Season the cheese sauce with salt, black pepper, and dried parsley if desired.

Combine the Macaroni and Cheese Sauce:

  1. Add the cooked macaroni to the cheese sauce, stirring until the macaroni is well coated.


  1. You can serve the macaroni and cheese as is, or if you prefer a baked version, transfer the mixture to a baking dish.

Optional Baking (for Baked Macaroni and Cheese):

  1. Preheat your oven to 350°F (175°C). If desired, sprinkle bread crumbs over the top of the macaroni and cheese for a crunchy topping. Bake in the preheated oven for about 20 minutes or until the top is golden and the edges are bubbly.
  2. Enjoy!


Since I live alone, I simply had one cup to a small ramekin, top with 1 teaspoon bread crumbs and air fry at 400 degrees for 8-10 minutes, or until bubbly. This will keep in your fridge for up to 6 days.

As of the date of this publication, without the bread crumbs each 1 cup serving is 6 WW points, or 7 WW points with the bread crumbs. Click here for the WW link.

Nutrition Information:
Yield: 6 Serving Size: 1
Amount Per Serving: Calories: 182Total Fat: 5gSaturated Fat: 3gTrans Fat: 0gUnsaturated Fat: 2gCholesterol: 13mgSodium: 394mgCarbohydrates: 24gFiber: 1gSugar: 5gProtein: 9g

Did you make this recipe?

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Looking for more macaroni and cheese inspiration?  check out these recipes:

I made this macaroni and cheese when whole wheat pasta was 0 WW points on that program.  So delish even if its a bit more points:

WHOLE WHEAT MACARONI AND CHEESE – click this link for recipe

whole wheat macaroni and cheese

Are you a picky eater like me?  Try this cauliflower mac n cheese – the cauliflower works perfectly in this side dish.

CAULIFLOWER MAC N CHEESE – click here for recipe

low carb macaroni and cheese


HOMINY MAC N CHEESE – a great twist on a classic – click here for the recipe

this is a casserole dish of hominy mac n cheese