One-Pot Cheeseburger Macaroni recipe! Two delicious comfort foods rolled into one pot of creamy, cheesy, meaty yumminess! You may know it as Cheeseburger Macaroni, Hamburger Helper, or hamburger mac and cheese... whatever you call it, this homemade version is over-the-top delicious!

Jump to:
- How to Make the Creamiest Macaroni and Cheese with Beef (No Grittiness!)
- What to Serve With Cheeseburger Macaroni
- Ingredients for Homemade Cheeseburger Macaroni
- How To Make Cheeseburger Macaroni:
- Variations and Substitutions for Macaroni and Cheese with Beef
- More Delicious Cheeseburger Mac Dinner Recipes:
- One-Pot Cheeseburger Macaroni Recipe
How to Make the Creamiest Macaroni and Cheese with Beef (No Grittiness!)
First, can we talk about the Macaroni and Cheese part of this recipe – like real talk?
Do you ever wonder why some mac and cheese recipes have amazing flavor, but they have this gritty texture?
Me too!! So I went to work, determined to create the creamiest and cheesiest mac and cheese ever! Sans any grittiness!!
I’m here to break it down for you...
Allow me to reveal the mysteries of mac and cheese and share the science behind making it the right way!

American Cheese is the Secret Ingredient to this Macaroni and Cheese with Beef!
It all starts with good ole’ American cheese. Yep, mind-blowing right!? American Cheese is the secret ingredient! My friends over at America’s Test Kitchen taught me this little trick. And now it’s the only way I make it.
I will be honest: American cheese is not my favorite for most other purposes... In fact, I think I only purchase it when I’m making macaroni and cheese.
While my feelings for it aren’t overly fond, there’s no denying it has its place… and it’s right here in the most delicious One-Pot Cheeseburger Macaroni recipe!

Yes - American cheese will ensure you end up with a silky, smooth cheese sauce. Here’s why… It’s all about the additives. American cheese is full of stabilizers, and it is those stabilizers that will prevent unpleasant graininess from ruining your cheese sauce.
Oh, and I should mention: that I don’t recommend using sliced American cheese - that’s a different kind of cheese!
You’ll need to go to the deli at your grocery store and ask for an 8-ounce piece of American cheese. They are used to slicing it thinly for sandwiches, etc., but there’s no need to have them slice it since you’ll be grating it yourself. They usually cut mine into two thick hunks.
So there you have it: American cheese is the key factor for creaminess… but not really for flavor.
Therefore, I like to add other stronger flavored cheeses to incorporate more flavor. Here are a few cheeses that would be delicious in mac and cheese… Cheddar, Parmesan, Havarti, Gouda, smoked Gouda, Monterey Jack, Gruyere, and Fontina.
Don't use Pre-Shredded Cheese
Instead of using pre-shredded bagged cheese, you’ll be shredding all the cheese in this Macaroni and cheese recipe.
This is because most store-bought shredded cheese has an anti-caking cellulose agent added to keep it from sticking together in the bag. And when melted, that agent can sometimes cause the sauce to be grainy.

Keep the Temperature Low:
Another way to create the smoothest texture for your cheeseburger macaroni is to turn the temperature down to low before adding your cheeses. If you add cheese to super-hot liquid, the proteins can congeal, turning it lumpy or stringy… and the fat will separate creating a greasy mess.
Although different cheeses have higher temperature tolerances, to play it safe just add cheese at the end of the cooking process and keep the temp low. You want it to just barely reach its melting point – but not go much beyond it.
Another tip is to not over-stir. Over-stirring also encourages the proteins to clump and could create a stringy or lumpy texture.
How to Reheat Hamburger Mac and Cheese
My last trick on making smooth and creamy hamburger mac and cheese is as follows: If you actually have any leftovers and want to ensure creaminess when you’re reheating them… reserve 1-2 cups of the pasta water and save it. When you are ready to reheat, bring a ½ -1 cup (depending on how much leftovers you have,) of pasta water to a boil in a large pot, then reduce the heat to low, and add the mac and cheese.
As it melts, gently stir. You can add more pasta water, a few tablespoons at a time until the sauce has loosened enough without diluting the rich flavor.
Note: If you didn't reserve the pasta water you can use warm milk in it's place.
This brings us to the other component of our Hamburger Mac and Cheese… the hearty meat element aka the burger.
There you have it… all my best tricks and tips for amazingly ooey gooey mac and cheese without any grit!
What to Serve With Cheeseburger Macaroni
There are so many sides that go great with this cheeseburger macaroni like my crazy popular Roasted Parmesan Broccoli, any of my Brussels Sprout recipes… Balsamic-Glazed Brussels Sprouts, Asiago Cheese Brussels Sprouts, and Spicy and Sweet Brussels Sprouts, a simple Arugula Salad, some Garlic Green Beans… mmm!
Ingredients for Homemade Cheeseburger Macaroni
For the ground beef mixture:
- Olive oil - Used to sauté the onions and beef. It adds moisture, helps brown everything evenly, and prevents sticking.
- Onion, finely chopped - Builds a savory base and adds a touch of natural sweetness once cooked. It enhances the overall depth of flavor.
- Ground Beef – The main protein that gives the dish its signature "cheeseburger" vibe. Sirloin is flavorful and less greasy than regular ground beef.
- Tomato Paste – Gives a rich, slightly tangy tomato flavor that mimics ketchup in a cheeseburger. It also thickens the sauce and adds color.
- Onion Powder - Boosts the onion flavor even more, giving it that classic, comforting cheeseburger seasoning.
- Garlic Powder – Adds a punch of flavor that blends perfectly with the beef and seasonings. It gives that warm, savory background taste.
- Chili powder (or hot chili powder for extra heat) - Adds a subtle kick and smoky depth. You can adjust this depending on your spice preference.
For the Mac and Cheese:
- Elbow macaroni - The classic pasta shape for cheeseburger macaroni. Its curves and hollow center hold onto all that cheesy sauce perfectly. It also cooks directly in the pot, soaking up flavor as it softens.
- Whole milk, warmed - The base for the creamy cheese sauce. Using warm milk helps create a smooth, lump-free sauce and blends better with the roux. Whole milk gives it richness without being too heavy.
- Butter - Combined with flour to create a roux, which thickens the cheese sauce. Also adds flavor and a silky texture to the finished dish.
- Flour - Used with butter to make a roux that thickens the sauce. Helps bind the milk and cheese into a creamy, luxurious coating for the pasta.
- Mustard powder - A secret weapon in mac and cheese! It enhances the cheese flavor without making the dish taste like mustard. Adds tang and depth.
- American cheese - Super melty and creamy—this is what gives the dish that nostalgic, boxed mac and cheese vibe. It blends easily and adds smoothness.
- Grated extra sharp cheddar cheese - Brings bold, tangy flavor and richness. Sharp cheddar balances the creaminess of the American cheese and gives the sauce a real punch.
- Grated Parmesan - Adds a salty, nutty kick to round out the cheese flavor. It also thickens the sauce slightly and adds that “umami” cheesy finish.
- Salt - Enhances all the cheesy, savory goodness. Essential for flavor balance, especially in the sauce.
- Pepper - Adds a little bite and warmth to keep the richness in check. Helps round out the flavors without overpowering.
How To Make Cheeseburger Macaroni:

As the title suggests this is a one-pot meal, and it starts with cooking the meat. Add some olive oil, the ground beef, chopped onion, and seasonings, and saute until the meat is fully cooked and the onions are translucent.

Mix in the tomato paste and saute for a few minutes, then transfer to a bowl and set aside. Then go to work on the mac and cheese.

Cook pasta in a medium pot of boiling salted water until al dente, about 2 minutes less than package instructions. Drain, and reserve at least 1 cup of pasta water.

Return the empty pot to the stove over medium heat and add butter. When butter melts and foams, add flour and whisk until darkened slightly, 1 to 2 minutes. Add mustard powder and whisk to combine.

Slowly whisk in the milk and bring to a boil, then reduce heat to medium and cook, stirring consistently to prevent the flour from burning or overcooking, for about 3 - 4 minutes.

Next, reduce the heat to low and add the cheese in 3 batches, starting with the American cheese. Whisk to fully combine, then follow with the cheddar and Parmesan (whisk to fully combine after adding each cheese). Season the cheese sauce with 1 teaspoon salt and ½ teaspoon pepper.

Then fold the meat mixture into the cheese sauce.

And finally, fold the pasta noodles into the hamburger mac and cheese, and you’ve got the most delicious and hearty meal ever!
Let leftovers cool completely. Store in an airtight container in the fridge for up to 4 days.
Variations and Substitutions for Macaroni and Cheese with Beef
- Add some veggies: You can always customize the recipe and sneak in some veggies. Some steamed broccoli or cauliflower, or some peas and carrots would be a nice addition.
- Use a different ground meat: Instead of lean ground beef you can use ground chicken or ground turkey for a leaner version.
- Cheese Choices: You can swap out the cheese to add a unique twist to this cheeseburger macaroni. Use pepper jack, jalapeno jack, or horseradish havarti cheese for some zesty heat, smoked cheddar or smoked gouda for of course, smokiness, and tomato basil, dill, or herb-infused havarty or gouda for herbacious savory flavor.
- Use Different Pasta: And of course, you can always swith up the pasta for other varieties like shells, penne, or rigatoni. You can use whole grain or gluten-free pasta as well. Whatever you choose, one thing's for sure, it will be absolutely delicious!
Just be ready, this is gonna be one of those easy meals that the kiddos and teenagers will be asking for seconds and thirds. Come-on, who doesn't love some creamy and rich Hamburger Mac and Cheese?
You might consider making a double batch – just sayin’!!!

Just be ready, this is gonna be one of those meals that the kiddos and teenagers will be asking for seconds and thirds. Come-on, who doesn't love some creamy and rich Hamburger Mac and Cheese?
You might consider making a double batch – just sayin’!!!
More Delicious Cheeseburger Mac Dinner Recipes:
- Easy Baked Mac and Cheese
- Irresistible Lobster Mac and Cheese!
- Spinach Artichoke Mac and Cheese
- Mac N Cheese Bites
- Buffalo Chicken Broccoli Mac and Cheese
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If you’ve made this Cheeseburger Macaroni Recipe, tap the stars below to leave a recipe rating and let us know how it turned out in the comments!
One-Pot Cheeseburger Macaroni Recipe

One-Pot Cheeseburger Macaroni recipe! Two delicious comfort foods rolled into one pot of creamy, cheesy, meaty yumminess! You may know it as Cheeseburger Macaroni, Hamburger Helper, or hamburger mac and cheese... whatever you call it, this homemade version is over-the-top delicious!
Ingredients
For The Meat Mixture:
- 1 tablespoon olive oil
- 1 medium onion, finely chopped
- 1½ pounds lean ground sirloin
- 1 teaspoon onion powder
- 2 teaspoons garlic powder
- 1 teaspoon salt
- 1 teaspoon chili powder (or hot chili powder if you like it spicier)
- 3 tablespoons tomato paste
For The Mac And Cheese:
- 1 pound short pasta, such as elbow macaroni
- 3 cups whole milk, warmed
- 3 tablespoons butter
- ¼ cup flour
- 2 teaspoons mustard powder
- 8 ounces finely chopped American cheese (2 cups) *See Note
- 12 ounces grated extra sharp cheddar cheese (3 cups)
- 2 ounces grated Parmesan (1 cup)
- 1 teaspoon salt
- ½ teaspoon pepper
Instructions
- Add olive oil, chopped onion, ground beef, and seasonings to a large pot and saute until the meat is fully cooked and the onions are translucent. Thoroughly mix in tomato paste, saute for 2 minutes, then transfer the meat mixture to a bowl and set aside.
- Use the same pot to cook pasta in boiling salted water until al dente, about 2 minutes less than package instructions. While pasta is cooking, warm the milk in a separate pot.
- Drain pasta once cooked, ***reserving at least 1 cup of the pasta water.***
- Return the empty pot to the stove over medium heat and add butter. When butter melts and foams, add flour and whisk until darkened slightly, 1 to 2 minutes. Add mustard powder and whisk to combine.
- Slowly whisk in the warm milk and bring to a boil, then reduce heat to medium and cook, stirring consistently to prevent the flour from burning or overcooking, for about 3 – 4 minutes.
- Reduce heat to low and add cheese in 3 batches, starting with American cheese. Whisk to fully combine, then follow with cheddar and Parmesan (whisk to fully combine after adding each cheese). Season with 1 teaspoon salt and ½ teaspoon pepper.
- Fold the meat mixture into the cheese sauce, then fold in the pasta, and serve.
Notes
Do not swap out another cheese for American Cheese:
- American Cheese is the key ingredient that will ensure you end up with a silky, smooth cheese sauce. It’s because American cheese is full of stabilizers, and it is those stabilizers that will prevent unpleasant graininess from ruining your cheese sauce.
- I do not recommend using the sliced American cheese – that’s a different kind of cheese! You’ll need to go to the deli at your grocery store and ask for an 8-ounce piece of American cheese. They are used to slicing it thinly for sandwiches, etc., but there’s no need to have them slice it, since you’ll be grating it yourself. Ask them to cut it in 1-2 thick pieces.
How to keep mac and cheese from being grainy or stringy:
- Hand shredding blocks of cheese (instead of using bags of pre-shredded cheese) works better in this recipe because block cheese typically melts more easily and helps prevent graininess.
- Cheese can also become grainy if you have the heat too high. It's best to turn down the heat and melt it slowly, because overheating the cheese will make it lumpy and stringy. Also, use top-quality well-aged cheeses that will melt more smoothly.
How to reheat mac and cheese:
As mac and cheese cools, the sauce tightens and loses some of its creaminess. But if you don't serve it right away, no worries -- just place the pot over a low heat, and stir in reserved pasta water, a few tablespoons at a time to loosen the sauce without diluting the rich flavor.
How to store mac and cheese leftovers:
Make sure it's cooled completely before storing it in the fridge. Store mac and cheese in an airtight container in the fridge for up to 3 days, or freeze in an airtight container up to 2 months.
Nutrition Information
Yield
12Serving Size
8 OuncesAmount Per Serving Calories 450Total Fat 28gSaturated Fat 15gTrans Fat 1gUnsaturated Fat 10gCholesterol 111mgSodium 976mgCarbohydrates 17gFiber 1gSugar 6gProtein 32g
This nutrition card uses an estimate provided by an online nutrition calculator. This estimate is not a substitute for a professional nutritionist’s advice!
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If you’ve made this Cheeseburger Macaroni, tap the stars below to leave a recipe rating and let us know how it turned out in the comments!
Alicia
Wow, what a fun meal! I think this meal has some really great potential. I love the creaminess of the cheese sauce, love the tomatoes in the meat.. but I think this went wrong In a few places.
First of all, ill echo what the other comment said... a one pot meal this is not. This made enough food for maybe 10 people, it didn't fit in any of my pots! Hahah you're also cooking many part simultaneously. Pasta cooking, warming the milk, ground beef in a bowl, pasta water set aside for later, strainer, on and on.
Second of all, what are we supposed to be doing with the pasta water?
Holly Sander
Hello Alicia, thanks for your comment! I personally only use one pot for this recipe but I understand that adding more to the recipe may change that! Feel free to use as many pots as you see fit!
Teri G
This was delicious! But “one pot” it’s NOT! Frying pan for ground beef, pot for macaroni, strainer for macaroni, bowl for macaroni water! Other than that, yummy!
Holly Sander
Hi Teri, I'm glad the recipe tasted delicious! Every time I have made this recipe it only took one pot so I'm not exactly sure why it wasn't for you? If you scroll down to the bottom of the recipe you'll find the instructions card which will tell you step by step how I do it! If you enjoyed the meal I would recommend trying again following the instruction card to a "T" and it should only take you 1 pot this time around!
Nora K
Step 2 says, "Use the same pot to cook pasta in boiling salted water until al dente, about 2 minutes less than package instructions. While pasta is cooking, warm the milk in a separate pot."
So at minimum it's a two pot recipe because the milk is warmed in a separate pot. Realistically though, the meat should be browned in a fry pan so it's probably more like 3 pots/pans. I certainly wouldn't boil the pasta in the same pot as I browned the meat as it would risk burning any remaining bits to the pan and make it harder to clean.
Holly Sander
Hello Nora, Thank you for commenting! I personally cook this meal with only one pot, but feel free to use as many as you are comfortable with!