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.
Tracey Doyle
Made exactly as recipe states and it was delishes! Very creamy and easy to make. Kids loved it and I liked the flavor the smoked paprika added to the dish. Will definitely make again and again.
Dorothy Ann Chavez
Thank you for your delicious recipe. I don’t like the sauce with the flour. Glad I found you! My family enjoyed your recipe at Thanksgiving supper.
Sam
I’m so glad everyone enjoyed it so much, Dorothy! I hope you’ll try out some other recipes as well. 🙂
Willow
I love that this mac and cheese can be made on the stovetop and without flour! The mix of spices is perfect. I realized that I didn’t have whole milk so instead I used half 1% milk and half sour cream. It was delicious!
Emily @ Sugar Spun Run
We’re so happy you like it, Willow! Thanks for giving our recipe a try and coming back to leave a review 😊
Melo
Very tasty, quick and easy recipe. It was very creamy and my siblings loved it. Would definitely recommend and try this recipe again!
Jts
Excellent!
Ashley
I used pre shredded and sliced cheddar and it came out really creamy I will be making again
Samantha Horn
Very, very good! and kid approved! I’ve been searching for a long time for a good homemade recipe. So glad I can quit looking!
Emily @ Sugar Spun Run
We’re so happy you gave it a try, Samantha! Enjoy 😊
Mary Kennan
I can end my quest for the perfect mac and cheese recipe now — my husband loved this. And it was simple, quick, and easy. I added some Velveeta queso blanco to make it just a bit creamier.
Deirdre
This was amazing. I didn’t have any American cheese or cheddar so I used some red Gouda and added extra as per the instructions when not having American cheese. I also added a little pasta water just because I like the sauce very loose. This is the first homemade Mac and cheese I’ve made where the sauce was truly smooth, the instructions are priceless.
Emily @ Sugar Spun Run
We’re so happy you enjoyed it, Deirdre! ❤️
Lisa C
Do you leave the pasta water in the pan or drain the water?
Looks so good.
Sam
Drain the water. Enjoy! 🙂
Stephanie Wilde
Never made without flour but forgot to get some. This recipe was amazing! I used Gouda instead of American since that’s what I bought and it was tasty.
Hawk Wright
I modified this recipe to add my preferred cheese and portion larger and uhhh its banging i mean this is divine as far as a simple Mac and cheese goes
Elizabeth
It is a really nice recipe. But if I don’t have American cheese can I substitute it with more cheddar cheese.
Emily @ Sugar Spun Run
Hi Elizabeth! Yes you can. We cover this in the recipe notes 😊
Deborah Woods
Everyone loved it. I did use bag shredded cheese because that’s what I had and didn’t see that I should shred from block. I did rinse it off with cold water I don’t know if it made a difference or not but it did melt fine and there was no grittiness.
Heather
SOOOOO DELICIOUS!!! 😋I doubled the recipe because I have a houseful of teenage boys. I used shell pasta because I didn’t have elbows. The only thing I did differently was I baked it and topped it it with buttered breadcrumbs and parmesan. Absolutely delicious!! No leftovers here!!! Thank for for an easy Mac and cheese to make this busy Mom look like a rockstar!!
Angela Agrippa
I love this recipe!! If you keep the heat low and stir frequently it doesn’t get gritty and stays smooth. I added corn starch (non GMO) and it was perfect! Best man n cheese ever! Also omitted the smoked paprika added onion powder and garlic powder like 1/4 tsp. Each. It was delicious!