Creamy, protein-packed and flavorful healthy stove-top mac and cheese! Made with high-quality cheese and none of that powdered stuff. Start to finish this dish is ready in 15 minutes and is made all in ONE pot (yup, no separate pot for boiling noodles and no white sauce). 

cheesy pasta in a white bowl topped with cracked pepper

There’s no denying homemade mac ‘n cheese is better than any boxed stuff. But there’s a serious argument to be had about creating a more flavorful and refined homemade mac.

Hold off on rolling those eyes! Hear me out on this.

Most homemade mac ‘n cheese recipes use bland, yet very creamy, American cheese and not-so-sharp Cheddar. The combination works and certainly creates a cozy bowl of comfort food. But there’s a better way.

Swap the American cheese for fontina, which is equally as creamy but more nuanced in flavor. And instead of mild Cheddar, use aged Gouda which is bold and unique. Gouda melts beautifully, adds gorgeous nutty flavor, and makes this one heck of a pasta dinner! Finish with cracked pepper and serve with a glass of bold red wine.

uncooked elbow noodles, shredded cheese, milk, and spices measured out in white bowls on a wood table

Ingredients Needed for Healthy Mac ‘n Cheese

Whole milk: you can really use whatever milk you have on hand, including nut milk. If you do use nut milk, make sure to use unsweetened and unflavored nut milk. The lower-fat the milk, the less decadent and creamy this mac and cheese will be.

Bean-based pasta: I love using bean-based pasta in this recipe (this is my favorite brand). But you can also use lentil-based, whole-wheat or regular macaroni or mini shells. The benefit of using bean-based pasta is that it’s lower in carbs, higher in protein and higher in fiber.

Fontina cheese: fontina is a super meltable and flavorful cheese.

Dijon: enhances the “cheesy” flavor.

Cayenne: just a pinch to balance the flavors and a slight kick!

Aged Gouda: I love the flavor of aged Gouda here, but you can also use regular Gouda or smoked Gouda cheese. Whatever you do, do NOT use pre-shredded cheese—it’s coated with an anti-caking agent which makes for a grainy cheese sauce.

saucy noodles in a saucepan topped with shredded cheese

How to Make Stove-Top Mac and Cheese

This method is so slick! Everything is done in one pot, making this just as easy as boxed mac. The key to this method is boiling the pasta in just enough water and milk. The specific amount is important because it ends up being the base of the healthy mac and cheese. The starch from the pasta releases into the liquid and lays the groundwork for a silky smooth sauce.

  1. Bring water and milk to a boil in a saucepan.
  2. Stir in macaroni, bring to a boil, and cook until al dente.
  3. Gradually add fontina to pasta until combined then add Dijon and cayenne. 
  4. Off heat, add Gouda to pot, cover and let sit until melted. (This slowly melts the cheese so it’s smooth and creamy, not grainy). 
  5. Stir to combine then season with salt and pepper; thinning with more milk as needed. 

Because of all the starch in the dish—it’s important to eat this immediately. As it sits, it will start to thicken. 

Tips for Making the Best Healthy Mac and Cheese

Liquid: if the mac and cheese still looks a little loose, continue to cook it for a few more minute over medium-low heat. It will thicken up quickly! If the sauce is already pretty thick, thin it out with a splash of warm milk.

Baking: I do NOT recommend baking this stove-top mac and cheese. It’s meant to be enjoyed as is. If baked the sauce will thicken and not be as silky smooth.

Making ahead/ prepping ahead: If you’re looking to save time, I recommend prepping all of the ingredients ahead of time instead of making this ahead of time. Pasta in general, but this recipe in particular, soaks up liquid and thickens as it sits. All that to say, it’s best to enjoy this macaroni and cheese immediately after making.

Reheating: it’s best to enjoy this mac and cheese immediately after making, but if you have leftovers reheat them with a splash of milk in a small saucepan over medium-low heat until smooth and creamy.

cheesy pasta in a white bowl


  • Add a few handfuls of fresh spinach in with the fontina.
  • Swap the Gouda out for extra sharp Cheddar cheese.
  • Add tiny broccoli florets in with the pasta in the last few minutes of cooking (before adding the cheese). This will allow the broccoli to cook through just enough.
  • Top servings with toasted breadcrumbs for a crunchy bite.
  • Stir in shredded chicken for added protein.

If you give this healthy mac and cheese recipe a try, be sure to let me know! Leave a comment with a star rating below. You can also snap a photo & tag @zestfulkitchen on Instagram. I love hearing about and seeing your ZK creations!

Healthy Mac and Cheese

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Prep Time 5 minutes
Cook Time 15 minutes
Total Time 20 minutes
Yield 4 servings
Category Main Dish
Cuisine American
Author Lauren Grant


Healthy homemade mac and cheese that’s flavorful, creamy and so easy to make. Made all in one pot, this stove-top mac and cheese is on the table in no time!


  • 1 ¼ cups water
  • 1 cup whole milk, plus more as needed
  • 8 ounces bean-based elbow macaroni*
  • 4 ounces fontina cheese, shredded (1 cup)
  • ½ teaspoon Dijon mustard
  • pinch cayenne pepper
  • 3 ½ ounces aged Gouda cheese, shredded (¾ cup)
  • Black pepper


  • Bring water and milk to boil in a medium saucepan over high heat. Stir in macaroni, bring back to a boil, then reduce heat to medium, and cook, stirring frequently, until macaroni is al dente, 6–7 minutes. 
  • Decrease heat to low and stir in fontina, Dijon, and cayenne; cook, stirring constantly, until cheese is completely melted, about 1 minute.
  • Off heat, add Gouda by handful, stirring after each addition until melted. Cover saucepan and let stand 5 minutes.
  • Stir mac ‘n cheese until sauce is smooth, adding additional warm milk as needed to reach desired consistency. Season with salt and pepper to taste. 


Because of all the starch in the dish—it’s important to eat this one pot mac and cheese immediately. As it sits, it will start to thicken.
Gluten-free: I haven’t tested this with regular gluten-free pasta, but I developed this recipe using my favorite bean-based pasta which is gluten free, so I recommend using that if you need to keep this GF!


Serving: 1/4 of the recipeCalories: 451kcalCarbohydrates: 35gProtein: 31gFat: 23gSaturated Fat: 11gCholesterol: 70mgSodium: 556mgFiber: 8gSugar: 8g
Like this? Leave a comment below!I love hearing from you and I want to hear how it went with this recipe! Leave a comment and rating below, then share on social media @zestfulkitchen and #zestfulkitchen!
cheesy pasta in a white bowl topped with cracked pepper

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About The Author

Lauren Grant is a professional culinary food scientist, food writer, recipe developer, and food photographer. Lauren is a previous magazine editor and test kitchen developer and has had work published in major national publications including Diabetic Living Magazine, Midwest Living Magazine, Cuisine at Home Magazine,,, and more.

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