This Easy Mac and Cheese recipe is so creamy, and it’s made simply WITHOUT flour or a roux! You can make it in just 15 minutes on the stove with a few easy steps.
Creamy Macaroni and Cheese — From Scratch
My easy mac and cheese recipe will have you questioning why you ever purchased the pre-made version in the past! It’s made with just a few basic ingredients–essentially just noodles, butter, milk, and cheese–and is so simple to make. And yes, there is NO flour or roux in this recipe! It’s easy peasy and oh so creamy…you’ll love it.
Today’s recipe was inspired by the macaroni and cheese my mom made when I was a kid. She never had a real “recipe” and instead just briefly eyeballed the ingredients as they went into the pot. It took a few tries for me to tweak and test until I nailed down the ratios, but the end result turned out to be just as simple as that blue box we’re all familiar with, but far more creamy and delicious (and I feel a smidge better about giving it to my kids)!
Why make my recipe:
- Easy–simply boil and strain your pasta, then stir into the melted butter, milk, and cheese!
- No flour = no making a roux!
- So creamy, thanks to American cheese.
- Ready in just 15 minutes!
What You Need
You may be able to make this recipe without flour, but you will still need:
- Macaroni. Keep it classic with macaroni, or substitute small/mini shells, cavatappi (used in my buffalo chicken mac and cheese!), or fusilli. Anything goes, just use your favorite shape (or your kids’ favorite shape!).
- Cheese. I make my recipe with American cheese and cheddar. If you’d prefer, you can use just cheddar (I included notes in the recipe), but I love the creaminess that the American cheese offers. Plus it felt like an appropriate nod to the macaroni and cheese of my childhood 💛
- Milk. I personally recommend and use whole milk, but i suspect any kind will work here; some people have even commented that they’ve used almond milk with success.
- Spices. A dash of ground mustard (also used in my broccoli cheddar soup!) and a sprinkle of smoked paprika (the secret ingredient in my chicken chowder) are totally optional but recommended.
SAM’S TIP: Do NOT use pre-shredded cheddar cheese! Pre-shredded cheeses contain anti-caking agents that prevent them from melting nicely. Grab a block and shred it yourself (a food processor with a shred blade works nicely too!), just like you would if you were making homemade queso.
Remember, this is just an overview of the ingredients I used and why. For the full recipe please scroll down to the bottom of the post!
How to Make My Easy Mac and Cheese
- Cook your pasta to al dente according to package instructions, then drain and set aside.
- Melt together the milk, butter, and seasonings over medium low heat.
- Increase the heat to medium, and once simmering, add the pasta back to the pot and stir well. Reduce the heat to low.
- Add the cheeses and let them sit for about 30 seconds before stirring to coat all of the noodles.
- Enjoy immediately!
SAM’S TIP: Similar to making my fettuccine alfredo, you do not want to rinse your cooked noodles after straining them. The leftover starches on the noodles will create a smooth, cohesive mac and cheese.
Frequently Asked Questions
If you are looking for a baked macaroni and cheese, I highly recommend you check out my baked macaroni and cheese recipe instead. It does involve a roux, but it’s easy–I promise!
Or, if you’d prefer to stick with this recipe, you can top everything off with extra cheese before popping it into the oven for a few minutes. Take it out when the cheese is melted and bubbly, and enjoy!
This is likely to happen if you used pre-shredded cheese. Cheese that you buy already shredded contains anti-caking additives. These additives will keep it from melting smoothly.
However, if the cheese gets too hot, this can also cause it to curdle and separate. Don’t crank up the heat to make it melt faster! Remember: Low & slow is the way to go!
Using the right kind of cheese helps (specifically American cheese in this recipe) and preparing the mac and cheese entirely on the stovetop (as opposed to the stove and the oven) also ensures creamy results.
For creamiest results, serve immediately after preparing. While you can save leftovers, the noodles absorb much of the cheese sauce as they sit, making the dish much less creamy.
I love adding a sprinkle of bacon to this recipe–it reminds me of my bacon macaroni and cheese!
Enjoy!
Let’s bake together! I’ll be walking you through all the steps in my written recipe and video below! If you try this recipe, be sure to tag me on Instagram, and you can also find me on YouTube and Facebook
Easy Mac & Cheese (Stovetop, no Flour Needed!)
Ingredients
- 8 oz (227 g) dried macaroni about 2 cups
- 1 cup (235 ml) whole milk
- 2 Tablespoons (30 g) salted or unsalted butter
- ½ teaspoon salt
- ¼ – ½ teaspoon ground black pepper
- ¼ teaspoon smoked paprika (optional)
- ¼ teaspoon ground mustard (optional)
- 1 cup (113 g) freshly shredded cheddar cheese see note
- 4 slices (113 g) American Cheese see note
Recommended Equipment
Instructions
- Bring 3 cups of well-salted water to a boil in a medium-saucepan over high heat.
- Once water comes to boil, add pasta, return to a boil, and cook 7 minutes, stirring occasionally.8 oz (227 g) dried macaroni
- Strain pasta, discarding the water. Leave the pasta in the strainer and return the saucepan to your burner.
- Combine milk, butter, salt, pepper and paprika and mustard in the saucepan over medium-low heat and stir frequently over low heat until butter is melted.1 cup (235 ml) whole milk, 2 Tablespoons (30 g) salted or unsalted butter, ½ teaspoon salt, ¼ – ½ teaspoon ground black pepper, ¼ teaspoon smoked paprika, ¼ teaspoon ground mustard
- Return pasta to saucepan and stir well.
- Add cheeses, allow to sit about 30 seconds until slightly melty and then stir until all noodles are coated. Don't turn up the heat or the cheese will not melt properly.1 cup (113 g) freshly shredded cheddar cheese, 4 slices (113 g) American Cheese
- Serve immediately. Stir in any desired add-ins (such as bacon) immediately before serving.
Notes
Cheese
Shred your own cheddar off the block, don’t buy pre-shredded which is often tossed with a powder that will keep the cheese from melting properly and can leave you with mac & cheese that is both clumpy and runny. If you don’t have American cheese, you can substitute another cup (113g) of cheddar cheese, but the macaroni will be less creamy.Storing
This dish will be creamiest served warm immediately after it’s made. Leftovers reheat well, but the pasta absorbs much of the sauce so it won’t be as creamy the next day. Store leftovers in an airtight container in the fridge for up to 4 days.Nutrition
Nutritional information is based on third-party calculations and should be considered an estimate only. Actual nutritional content will vary based upon brands used, measuring methods, cooking method, portion sizes, and more.
Nancy Lutz Samples
I loved my Mom’s mac and cheese. She made it with longhorn cheese (not Colby or Colby/longhorn) and when you got a spoonful, it made strings kind of like mozzarella does. It was not soupy with cheese sauce but the longhorn cheese flavor was delicious and the color was beautiful. The only thing she did different was she partially drained the macaroni and left it in the plan and added Carnation canned milk, salt, pepper and chunks of longhorn cheese. You sometimes bit into a small chunk. It was great.
Sam
Ooo that sounds delicious! 🙂
Katrina
Just made this and OMG it’s amazing. I’m not usually a macaroni cheese fan but my eldest really wanted some for dinner, all the recipes had flour which I didn’t then I found this. I’ll be making this again. 😁👍
Sam
I am so glad you enjoyed it, Katrina! 🙂
Pam Hunsche
How do you keep the macaroni and cheese warm for super bowl party?
Sam
Do you have a crockpot? I’d put it in there on the warm setting. Enjoy! 🙂
Dodo
My grated cheddar cheese clumped into one big blob. What did I do wrong?
Sam
Could your heat have still been on high or medium-high when you added the cheese? If the temperature was too hot the cheese may have seized.
Britney
Same thing happened to me. What kind of milk and cheddar cheese did you use?
Dodo
I kept the pot on the heat while stirring in my grated aged cheddar cheese (it’s just an orange block cheese from Costco), that’s probably why it clumped. Too much heat. I used skim milk. Tried it again by taking it off the heat and adding the cheese little by little. It took 15 mins of stirring, but I got most of it to melt and not clump. Honestly, I’d rather buy Annie’s boxed mac n cheese because it’s so much easier!
Robin
Would this freeze well?
Sam
Yes it should be fine to freeze. Enjoy! 🙂
Katrina
Will be making this for dinner tonight although we don’t have paprika and the only mustard in the whole house is spicy brown mustard for some odd reason. Going to add in some shredded pork loin from last nights dinner and some broccoli. I was also thinking of cutting up some potatoes to throw in since we have so many potatoes. Last week at the store they had a deal on potatoes they were 99cents a bag so i grabbed 4 bags and i’ve been adding potatoes to everything i cook.
Sam
That sounds delicious, I hope you enjoy Katrina! 🙂
Marty
Well, tonight i made one of the myriad of ‘roux’ versions. It’s ok, but not ‘right’ .
Then i found yours and i totally agree. My mom used to make mac and cheese all the time. And mostly made it into a casserole. With bread crumbs just before burning.. And while I don’t remember how she made it, the ‘roux’ versions NEVER taste right.
So my next experiment will be to do what you said. I think the whole point people miss is the name is mac and cheese, not mac and cheese and floury ickiness added. And omg.. I think it’s possible she used Velveeta. Was Velveeta around in the 60’s?
I’m kinda nauseous from the roux and cheese. So, i am thinking i’ll toss it and try again. It’s funny how scents and tastes stay with you forever and it’s why I know the roux versions are wrong. Plus, it freaking looks beige. Cheese is not beige!!
Will let you know on my next endeavor.. Thanks for vindicating my theory about mac and cheese 🙂
Sam
😂 So glad to hear that you agree! I hope you love this version, Marty! 🙂
LaShun
Your mom probably made a custard style mac and cheese which uses eggs.
Maggie
Just perfect Sam. We’ve brought the kids for a tour through France and had no flour in our motorhome. This was super easy to make and our mac cheese mad oldest absolutely loved it. We had no American cheese so used extra cheddar and a Maggi seasoning alongside Aromat. Thanks so much.
Sam
I am so glad everyone enjoyed it! 🙂
Marlene Jones
Tryin this tonight. I hate the ones with roux. Always gritty to me. This sounds too easy thank you.
Sam
I hope you love it!
Nyadeng
Best homeade recipe ever. I doubled the servings and I’m glad I did. Plenty of Mac and Cheese for all! Thank you Lovely.
Sam
It’s the only mac and cheese I ever make any more! I’m glad you enjoyed it!
Jessie
I just made it for lunch, and it’s so yummy! I tried making my own the other day and just winging it, but it tasted like mustard, so I decided to find a recipe. Guess I found a great one! I’ll definitely use it again.
Sam
Hi Jessie! I am so glad you enjoyed it! Sometimes making it up by yourself can get tricky. Glad I was able to help! 😃
T
I made this recipe and it was absolutely delicious.
Sam
I’m so glad you enjoyed!
Marina
Thanks for the recipe. I didn’t have any flour in the house and I came across this one. But I used heavy cream instead of milk, and substituted American cheese for shredded Parmesan. And I left out the mustard, paprika, and pepper. And it came out great and very creamy.
Mace
I really wanted mac ncheese but had none of the right ingredients you asked for; I used shredded provolone cheese, 4 slices of mozerella cheese, 1 cup of cashew milk, and normal butter and it actually came out really good somehow. I was so happy that this recipe didn’t require flour 🙂
Philip
Excellent recipe. I didnt use and mustard or praprika . And used soy milk. And it worked perfectly