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.
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.
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.
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!
Remove and let cool for 5 minutes, then serve.
You can sub in whatever cheese you want if you have a problem with Velveeta, BUT it will NOT be as good as this dish currently is.