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!
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 (no flour needed!)
- 8 oz dried macaroni about 2 cups (227g)
- 1 cup whole milk (235ml)
- 2 Tablespoons salted or unsalted butter (30g)
- ½ teaspoon salt
- ¼ – ½ teaspoon ground black pepper
- ¼ teaspoon smoked paprika (optional)
- ¼ teaspoon ground mustard (optional)
- 1 cup freshly shredded cheddar cheese (113g) see note
- 4 slices American Cheese (113g) see note
- 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 dried macaroni
- Strain pasta, leaving the pasta in the strainer and returning the saucepan to burner over medium-low heat.
- Combine milk, butter, salt, pepper and paprika and mustard in the saucepan and stir frequently over low heat until butter is melted.1 cup whole milk, 2 Tablespoons 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 freshly shredded cheddar cheese, 4 slices American Cheese
- Serve immediately. Stir in any desired add-ins (such as bacon) immediately before serving.
CheeseShred 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.
StoringThis 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.
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.
I have made this recipe many times, tweaking each time and is always a hit! Not a fan of the flour roux, as it becomes lime glue once it cools down. This is a goto recipe I. Our household! Tonight we are adding Lobster!
I’m so glad you enjoyed it so much, Jason! Lobster sounds like a really tasty addition. 🙂
Once this delicious recipe is made on the stove, can it be put in the oven to bake a bit?
Hi Gail! You could, but it may dry out the macaroni a bit. Enjoy! 🙂
Amazing! So quick and easy, and tasted perfect, thanks so much for posting this
I’m so glad you enjoyed it so much! 🙂
Can I put this in a crockpot on warm after? Or will the cheese break?
Hi Jen! I think that will work fine. 🙂
I’ve tried a bunch of Mac n cheese recipes in the past, some of them called for way too much butter, milk, or cheese. I’d end up with a stomachache and an angry family (they hate the smell of Mac n cheese). I just made this and I’m eating it right now. I halved the ingredients and I’m eating this right now. It tastes great and different from all those other recipes out there. No one has even complained about the smell!
I didn’t have a block of cheddar cheese so I sliced a defrosted block of pepper jack cheese, as I prefer spicy flavors. And for the slices of American cheese I substituted it with kraft cheese slices, and it tastes perfectly fine.
I’ve always wanted to cook for some time and I’ve always been discouraged because somewhere I’d mess up and ruin the flavor of the food. I’ve also made your oatmeal cookies and they turned out awesome! The recipes are so simple, I’m going to be making more dishes from Sugar Spun Run in the future. Thank you~
I’m so glad you enjoyed it so much, Elisa! 🙂
Best recipe I have found for homemade stove top Mac n cheese! My kids love it! Thanks for a great recipe.
Loved it 🙂
Hi! I don’t have a cheese grater so is there anything else I could do to properly melt the cheese? Thank you
Hi Ann! You can just use a knife to cut really thin slices. 🙂
This came out so well! I wanted a simple mac and cheese recipe that didn’t call for a roux or crazy ingredients and this was perfect and to the point!
I’m so happy to hear it was such a success for you! Thank you so much for letting me know how it turned out for you, I appreciate it!
Thank you for posting this recipe! I love not having to make a roux, and love how creamy this is, and how easy it is to throw together. Bonus – my husband loved it, too! Thanks again.
I am so glad everyone enjoyed it so much, Heidi! 🙂
Can’t get it to work with just cheddar despite following instructions, including shredding the cheese off the block. We don’t usually keep american cheese around.
Hmmm I wonder if the liquid was too hot.
I am so glad to see someone who knows how to make bake Homemade Macaroni & Cheese! When I grew up watching my grandmother make it…She never used a flour to make a cheese sauce. She told me that the flour takes away the creamy natural cheese flavor. I am so confused by everyone making this roux. Why do you need a roux? No one can tell me the answer to this question. Thanks again for sharing your recipe…It really reminds me of my childhood!
I am so glad you enjoyed it so much, Fredicia! 🙂
The roux is supposed to thicken the cheese sauce to give it more bulk. I have had it both ways. If the roux is made correctly it will not be to notice the gritty taste of flour. My preference is without, I do a mix cheese in my sauce using up all the leftover cheeses so the sauce is never the same twice.
Excellent. I used three kinds of leftover white cheese and it was delicious and easy. I’ve added to my favorites.
I’m so glad you enjoyed, Cathy! Thank you so much for commenting and for trying my recipe! <3
I was also glad to find a recipe without flour and the first time I made it it turned out great but today it was clumpy and runny. I used old white and orange cheddar and it just wouldn’t melt!
I wonder if the cheese was just your issue here. 🙁
Hmmm, maybe although I always buy “Old Cheddar”. Perhaps I’ll try it again. Thanks.
Yasmin S Wardlaw
Really great recipe and so easy to make. My sauce was watery when I finished cooking the mac & cheese but it set by the time I served it. I will make this again! Yasmin S Wardlaw, 8.4.2020
I am so glad you enjoyed it, Yasmin! 🙂
I modified this recipe a little for my daughter’s taste (she doesn’t like too much cheese) and she loved it! I used diluted heavy cream since I didn’t have milk on hand. I also used Boar’s Head American Cheese, a cheese my daughter loves over Kraft. She’s a somewhat picky eater and for her to ask if I could make this again, is a win in my book!
I am so glad everyone enjoyed it so much, Sylvia! 🙂
This is very similar to the eyeball-it way I make homemade mac & cheese; I’ve even used velveeta for the processed-cheese part and it works fine.
The magic is the presence of sodium citrate in American cheese and other processed cheeses. Anyone who’s ever made disappointing mac & cheese with ONLY cheddar may have noticed that it tends to separate and get clumpy and oily, and is hard to reheat to a nice creaminess. The sodium citrate emulsifies all the fats in the cheese you use, and prevents those proteins from clumping together, so the sauce stays silky and creamy.
You can buy sodium citrate powder, but it’s just as easy to throw in a few slices of American cheese – it’s the secret of a really silky homemade mac & cheese sauce that is never grainy or oily.
(Works great for making your own smooth nacho cheese dip as well)
Made this for my husband and I and we both loved it! I used sharp cheddar and Gouda instead of the American cheese and it made it really smoky and creamy. This recipe was so quick and easy and it was the only one I could find without flour! Such a lifesaver since we found we had completely run out of flour LOL. Thanks so much for sharing such a nice and approachable recipe that anyone can try! This was my first ever homemade Mac n cheese and I would highly recommend it- great for scoring brownie points with your spouse! 😀
I am so glad everyone enjoyed it so much, Keelie! 🙂
Hello, I made this tonight, nice flavour, what did I do wrong, because it curdled. So disappointed.
O no! This can happen if you didn’t shred the cheese yourself. There are things added to shredded cheeses so they don’t clump together. This can also happen if the heat is turned up a little too high. I hope it goes better next time. 🙂