Step 1

In a large oven-safe skillet, bring the water to a boil. Add in the macaroni and cook over medium heat on a low simmer until al dente, around 8-9 minutes, making sure to stir it often so the macaroni doesn't stick to the pan.

Step 2

When the macaroni is done ( the water should be gone as well except for perhaps a couple tablespoons) turn the heat down to low and stir in the cream. Mix through the macaroni.

Step 3

Add in 2 cups of the sharp cheese, the Velveeta and the Parm/Reg cheese. Stir in gently then remove from the heat and let sit for 1-2 minutes to melt so you don't overwork the noodles. Stir again gently, mixing it throughout the pasta.

Step 4

Turn your oven on broil. Top the skillet with the remaining sharp cheese. Broil in the oven until it reaches your desired cheese doneness - we like ours slightly browned with crispy bits of cheese!

Step 5

Remove and let cool for 5 minutes, then serve.