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.
HR
I made baked mac and cheese out of this, and it was one of the best mac and cheeses I have ever had. You should definitely give this a try.
Emily @ Sugar Spun Run
Thanks for the review! We’re so happy you enjoyed the mac and cheese 🥰
Mary Jane & Sniffles
Thank you for this recipe with no roux. I have become annoyed at people who look down on mac and cheese no roux recipes. Thank you again.
Sam
You’re very welcome, I’m so glad you enjoyed!
Jolyn
Thank you so much for this recipe!! I’ve made it twice now and followed the recipe exactly! Delicious! I always have the ingredients on hand and this is so easy! There is only my husband and I at home now and neither of us have big appetites, so I quarter the recipe and it is perfect for a side dish with no leftovers!
T
I don’t have any milk on hand, I do have heavy whipping cream though. Can I use that? Would it be a 1 for 1 swap or would I use less of the heavy cream if I can use it?
Sam
Hi T! I would probably thin the cream with some water before using it.
Genevieve
Amazing! I looked up your recipe specifically because I knew I wouldn’t be disappointed and I wasn’t! So thankful for your recipes. Even used with different types of pasta, it was amazing. Thank you!!!
Emily @ Sugar Spun Run
We’re so happy our recipe was a hit, Genevieve! Thanks for leaving such a sweet review 🥰
jim
writing from the UK I have to wonder – what’s ‘american cheese’ and how does it differ from other cheese?
Sam
Hi Jim! It’s just a different type of cheese, typically a sliced cheese, not shredded.
Juan Maciel
Is that just the sandwich cheese
Sam
Yes, American cheese is typically used on deli meat sandwiches. 🙂
Colleen
This is the recipe I’ve been looking for. I’ve tried every other one under the sun using a roux and I just hate them all. Even though they didn’t come out grainy it was still paste feeling if you k ow what I mean. Like I knew it was flour. I personally love box macaroni for its creaminess and tangy cheese sauce. I could never achieve that with roux macaroni. So I made this last night hoping it was the one and no surprise it was! I use a lot of your recipes and they are absolutely fantastic! Thank you for this!! My girls loved it so much! Definitely a keeper.
Eileen
Love making Mac and cheese but could never get the flour/roux thing right. This is an easy delish mac and cheese dish, and is my go to recipe. I usually try to add chicken and some veggies to make it a full meal.
Emily @ Sugar Spun Run
We’re so happy it’s a hit for you, Eileen! 🧡
Chloe
Never made Mac and cheese before, but I decide to make it for me and my mum, and omg I am glad I did, the meal came out absolutely perfectly and I’m so happy I chose this recipe, I’m actually going to make right now it was that good!
Emily @ Sugar Spun Run
We are so happy you’re such a fan of the recipe, Chloe! Enjoy 🥰
Sheilah
No flour recipes I’ve tried before always say to mix the cheddar into the cream sauce BEFORE adding noodles, and I sadly end up with a grainy mess. I decided to follow your recipe. As I coat the macaroni with hot cream, let it cool for a few minutes and slowly incorporate the cheddar at the end, I’m getting perfectly creamy homemade Mac and cheese every time. Thanks for a recipe that delivers!
Emily @ Sugar Spun Run
We’re so happy you like our recipe, Sheilah! Thanks for giving it a try and letting us know how it went for you ☺️ Enjoy!
Renelyn
I’m interested in hearing about milk substitutes for this recipe. Would almond milk or coconut milk work?
Emily @ Sugar Spun Run
Hi Renelyn! We haven’t tried any ourselves, but others have used almond milk with success. Coconut milk may impart a coconut flavor, which might not pair too well with the cheese. Hope that helps!
June
Turned out great! I hate making roux because it never turns out amazing for me, and I find it just sucks up your whole milk carton. This is easy, creamy and tasty!
Emily @ Sugar Spun Run
We’re so happy it turned out for you, June!
Katy
I feel like I’ve tried almost every mac and cheese recipe under the sun and none of them blow me away & then leave me disappointed that I spent so much time and money grating good cheeses. I decided to try something simpler & your recipe really hit the spot! Sooooo good and super simple and fast! Even my picky toddler who only likes the boxed stuff loves this! This will definitely be a go to from now on. Have you ever put this in a dish & baked with some cheese on top for occasions when you want a little fancier presentation? Wondering if that would make it even better or spoil the whole thing. Thank you for a wonderful recipe!
Sam
I am so glad you enjoyed it so much, Katy! If you wanted to bake some cheese on top I’m sure that would be fine. I would probably add it when it’s close to finishing baking and just let it cook for a couple of minutes to melt the cheese on top. 🙂
Deyana
My family loved it and it was so easy to make. They all said it tasted like the Mac and cheese from Noodles and Company. Definitely will make again.
Jennifer Morales
Hi, I came across this recipe online at the perfect time! I need to make mac & cheese tomorrow morning for a Friendsgiving dinner. I needed no roux due to a friend’s white flour allergy-and this seems SO much easier then the recipe I used to do! I have 2 questions. I need to use whole grain pasta, due to the friend’s white flour allergy. Do I need to adjust anything as far as the cooking time, recipe, etc. for that? Also, I have to make a half-pan amount. Guessing that’s about twice the amount of what this recipe serves? Should I just double the measurements of all of the ingredients? I want to be sure I don’t mess it up. Or is best to just cook 2 separate batches, following the recipe exactly? Thank you!
Sam
Hi Jennifer! The whole wheat pasta should work just fine as a straight substitution without any changes needed. The whole wheat pasta will just have a little different texture. As far as doubling it, you can just double everything without doing it in two separate batches. 🙂
Jeannie
Thank you so much! I have made this several times and it’s so easy and soooooooo good! I like to throw in some leftover ham or some tuna and make a meal of it.
Emily @ Sugar Spun Run
Sounds delicious! We’re so happy you love this recipe, Jeannie ❤️
Mary Ann
Easy and taste great
SM
Hi, I have made this several times and it’s fantastic! I see all the nutritional info for one serving but what exactly is the severing size of 1 serving? Trying to plug this into my fitness pal. Thank!!
Sam
Hi! 1 serving is 1/4 of the entire recipe, which would be approximately a heaping cup. I hope that helps! 🙂