By Emmeline Kemperyd on , updated - 26 Comments
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Making Mac and Cheese has never been this easy! With just 10 minutes of prep and 45 minutes in the oven you can make the best simple Mac and Cheese without flour - in one pan, without boiling, no flour and no roux. With both Cheddar and Gruyere this is as cheesy & flavor packed as it gets!
Jump to:
- Why you will love this recipe
- What you need to make it
- Does mac and cheese need flour?
- How to make it
- Recipe FAQ
- What to Serve with Mac and Cheese
- Recipe
- Reviews
Who doesn't love a good Mac and Cheese? I, for one, have always been partial to this queen of comfort foods. But, I seldom made it myself - because all the good recipes required boiling the pasta, making a roux... and that's just too much work for me.
So instead I created this simple baked Mac and Cheese recipe without flour. It's got all the flavor, perfectly cooked pasta, and the is cheesy to a fault. Try it, and you will never go back to making Mac and Cheese the old-fashioned way!
Why you will love this recipe
- It's so quick to prep - 10 minutes (or less)
- All done in an hour - and it mostly cooks itself
- It's so easy - just mix the ingredients and bake it
- Cleanup is a breeze - just one pot, it doesn't get much easier
- Perfectly cooked pasta that's been cooking away in milk & cream & cheese for maximum flavor
- Super cheesy and perfectly creamy texture
- So much taste from sharp cheddar cheese & flavorful gruyere
What you need to make it
Ingredient notes & substitutions
- Milk: Go for whole milk, or swap for cream or half and half
- I recommend using 2 types of cheese: one creamier and one more flavorful - just make sure both melt well
- Gruyere cheese can be switched for another cheese that melts well & has a lot of taste - like Comté, Emmental, Jarlsberg, Raclette or Parmesan cheese
- Cheddar cheese can be switched for another well-melting, creamy cheese, like Edam, Gouda, Brick cheese, American cheese or Mozzarella
- Macaroni noodles: You can make this with gluten-free noodles as well - it has been tested with 100% corn noodles with the same amazing result
Can I use pre-shredded cheese?
You can use pre-shredded cheese as long as it consists of 100% cheese. Often pre-shredded cheese has added starch, which can make your mac and cheese grainy. Check the ingredients list, and avoid any kind that is not 100% cheese.
Does mac and cheese need flour?
The short answer is - no, mac and cheese does not need flour. It does however need starch, but this is in ample supply in pasta.
This starch is released into the milk and cream as the pasta cooks. We stir the mac and cheese after 30 minutes to release even more starch.
Allowing the mac and cheese to rest for 10 minutes before serving then allows the sauce to set and thicken further.
How to make it
- Place cheese and spices in a baking dish
- Mix well
- Add macaroni and mix
- Pour in cream
- Pour in milk
- Use a spoon to ensure all pieces of macaroni and cheese are submerged
- Bake in the middle of a preheated oven at 350°F (175°C) for 45 minutes. After 30 minutes, bring it out and mix gently, then place it back in the oven. With 5 minutes left, raise the temperature to 400°F (200°C).
- Allow to rest for at least 10 minutes before serving.
Tips & tricks
- Use your favorite cheeses - see tips for what cheeses to use above, but feel free to experiment
- Mix the seasonings well with the cheese to ensure an even flavor distribution
- Mix it after baking for 30 minutes to allow more starch to release into the sauce
- Allow to rest for the sauce to set, if you skip this it will be a bit runny
Recipe FAQ
How do you thicken cheese sauce without flour or cornstarch?
To thicken cheese sauce you need some type of starch. Good thing pasta has a lot of it in and of itself!
So to thicken a cheese sauce for pasta you can either cook the pasta in the sauce, or add it at the end with a bit of starchy pasta cooking water.
Even if you're not serving the sauce with pasta, you can use a bit of starchy pasta cooking water to thicken your sauce.
Don't I need to cook the pasta first?
No! The pasta cooks just as well in the oven as it does stove top - it just takes a bit more time. Cooking it in the milk, cream and cheese also allows for even more flavor.
Can I make this gluten free?
Yes, this recipe has been tested with gluten free (100% corn) noodles and it works just as well.
Why is my Mac and Cheese grainy?
If your mac and cheese turns out grainy, you have probably used pre-shredded cheese. While a pre-shredded cheese that is 100% pure cheese might work, most kinds included anti-caking additives that keep it from melting smoothly.
Storing, Reheating & Freezing Instructions
Storing: Store leftover mac and cheese covered in the refrigerator for up to 4 days.
Freezing: Freeze leftovers in an airtight container for up to 3 months. Keep in mind that the consistency will not be the same, and let it thaw in the refrigerator overnight before reheating.
Reheating in the oven: Cover with aluminum foil and reheat in the oven at 350°F (175°C) for 20-30 minutes, until heated through.
Reheating in the microwave: Reheat individual servings in the microwave in 30 second increments. If it looks dry, add a dash of milk or cream before reheating.
What to Serve with Mac and Cheese
This easy Macaroni and Cheese is delicious on its own or as a main dish, but my favorite way to serve it is as a side. Here are some of my favorite dishes to serve with Mac and Cheese:
- Air Fryer Turkey Burgers
- Grilled Lemon Basil Chicken
- Oven Baked Chicken Tenders
- Homemade Meatballs
- Air Fryer Rib Eye Steak
Did you love this recipe? Rate it five stars!
...and let me know what you loved about it in the comments.
Recipe
Simple Mac and Cheese Recipe without Flour
4.86 from 21 votes
Print Rate
Course: Side Dish
Cuisine: North American
Servings: 4 as a side
Calories: 799kcal
Prep time: 10 minutes mins
Cook time: 45 minutes mins
Resting Time 10 minutes minutes
Total time: 1 hour hour 5 minutes minutes
Author: Emmeline Kemperyd
Ingredients
- 1.5 cup shredded cheddar cheese
- 1 cup shredded gruyere cheese
- ½ teaspoon paprika powder
- ½ teaspoon salt
- ¼ teaspoon ground black pepper
- 1.5 cup macaroni pasta
- 1.5 cup heavy cream
- 1 cup milk
US Customary - Metric
Instructions
Preheat the oven to 350°F (175°C).
Bring out a round oven dish that's about 6x2 inches (15x5 cm) or a different shape but similar in size. Place the two types of cheese in the dish and mix well.
1.5 cup shredded cheddar cheese, 1 cup shredded gruyere cheese
Season with paprika powder, salt and black pepper, and mix well.
½ teaspoon paprika powder, ½ teaspoon salt, ¼ teaspoon ground black pepper
Add macaroni pasta and mix again. Then use a spoon to even out the surface.
1.5 cup macaroni pasta
Pour in the cream and milk, then use a spoon to ensure all pieces of macaroni and cheese are submerged.
1.5 cup heavy cream, 1 cup milk
Bake in the middle of the oven for 30 minutes, then remove from the oven and mix gently. Place back in the oven for 15 more minutes. With 5 minutes left, raise the heat to 400°F (200°C).
Remove from the oven and allow to rest for at least 10 minutes before serving.
Equipment (may contain affiliate links)
Measuring cups (metric or US)*
Oven dish - round 6x2 inches (4 cups)/or 15x5 cm (1 liter) or similar size in another shape
Video
Notes
Ingredient notes & substitutions
- Milkcan be swapped forcream or half and half
- I recommend using2 types of cheese: one creamier and one more flavorful - just make sure both melt well
- Gruyere cheesecan be switched for another cheese that melts well & has a lot of taste - likeComté,Emmental,Jarlsberg,RacletteorParmesancheese
- Cheddar cheesecan be switched for another well-melting, creamy cheese, likeEdam, Gouda, Brick cheese or Mozzarella
- Pre-shredded cheese can be used as long as it is 100% cheese, and does not have any added starch
Tips & tricks
- Mix the seasonings well with the cheeseto ensure an even flavor distribution
- Mix it after baking for 30 minutesto allow more starch to release into the sauce
- Allow to restfor the sauce to set, if you skip this it will be a bit runny
- Store leftovers in the fridgein an air tight container for up to 4 days
- Freeze leftovers to keep them for up to 3 months
- Reheat leftovers:
- Oven:Cover with foil and heat at 300°F (150°C) for 15 minutes
- Microwave: Heat in 1 minute increments
Nutrition
Calories: 799kcal | Carbohydrates: 36g | Protein: 29g | Fat: 60g | Saturated Fat: 37g | Polyunsaturated Fat: 3g | Monounsaturated Fat: 17g | Cholesterol: 209mg | Sodium: 727mg | Potassium: 311mg | Fiber: 1g | Sugar: 5g | Vitamin A: 2272IU | Vitamin C: 1mg | Calcium: 776mg | Iron: 1mg
Nutritional information is approximate and automatically calculated, and should only be viewed as an indication.
Did you make this? Tag me today!Tag @alwaysusebutter and use the hashtag #alwaysusebutter!
More Side Dish Recipes
- Ranch Coleslaw
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About Emmeline Kemperyd
Emmeline Kemperyd is a writer, food blogger, recipe creator and food photographer and the founder of alwaysusebutter.com. She has more than 20 years of experience creating and simplifying recipes so they taste good, and are quick, easy, and approachable. She is a regular contributor to MSN and her work has been featured by The Guardian, Well+Good, Vulture, SheKnows, Good Men Project, Daily Kos, The Grio, The Asian Parent, and The Feed Feed, among others.
Reader Interactions
Comments
Jaime
We love this recipe! Have cooked it many times... I was wondering if anyone had ever premixed all the ingredients in the baking dish to cook later in the day?
Reply
Emmeline Kemperyd
Hi Jaime! I haven't tried this, but it sounds like a great idea. It should work, but it might be best to skip pouring in the milk & cream until you're ready to bake it. I'll try prepping it all ahead when I get a chance - but if you beat me to it, please let me know how it turns out! /Emmeline
Reply
Deb Frank
I made this at Christmas last minute when I found out my teenage Grandson was going to come. He is a picky eater but loves mac and cheese. He devoured it! I had never made baked mac and cheese where you don't have to precook the pasta or make a roux, so that was a time saver! Everyone said I should have doubled or tripled the recipe since everyone that managed to get any loved it. LOL Thank you for an excellent and easy dump and bake recipe that can be made at the last minute on a busy Christmas day or any other busy day!Reply
Mrs. A
I made this recipe and it was an absolute breeze. I did a complete dump and go approach increasing the recipe measurements because I had more people to feed (a crowd of 40). I added a stick of butter too (ha ha wink wink nod nod -I am from the South so we "Always Use Butter" too). I put my glass pan in the oven on 350 for 50 minutes and it came out perfectly. I never opened the oven to stir it 3 times or anything (because I actually forgot to). But despite me cooking it for the full 50 minutes on 350 in an unopened oven, it came out perfectly. I used extra sharp block cheese and Velveeta cheeses as my 2 cheeses, heavy whipping cream, and milk as my milks, salt and pepper and a touch of chicken bullion sprinkle. The people at church loved this Mac and cheese. I used gluten free noodles too because I have that wonderful allergy to gluten, but it tasted great still. I love your recipes and look forward to trying more of them.Reply
Emmeline Kemperyd
Hi Mrs. A! So happy it turned out well for you. And good to know it still comes out fine without stirring. I'm quite lazy so I will need to re-test it that way as well - if I can remove a step, I'd love to do that! /Emmeline
Reply
Victoria
Did every single thing perfectly, and I learned the hard way three other Mac and cheese recipes ago not to use pre shredded. Shredded myself, still grainy-ish. Does it matter if you use the smaller grate or the normal size one? Used whole milk, heavy cream, mixed after 30 mins, turned to 400 the last 5 minutes. I have no idea why it would be like that?
Reply
Emmeline Kemperyd
Hi Victoria! I would recommend using the small grate, just because that allows the cheese to melt easier and integrate better with the sauce. If that doesn't help, I'd lower the temp slightly, especially if you also saw it brown fast or know that your oven runs a little bit hot! Let me know if you try any of these fixes and how it turns out. /Emmeline
Reply
Maddie
I've made this twice now. First time according to recipe. Used gf macaroni and lactose free milk and half and half due to some family members food requirements. It was delicious! Second round was just for myself. Instead of 1.5 half n half, used 1 cup and the other 1/2 was a mixture of butter, sour cream and cream. Added a wee more salt along with 1/2 tsp onion powder rand garlic powder, along with a bit of mustard powder. So good!
Reply
Emmeline Kemperyd
Hi Maddie! Happy you liked it and sounds delicious to add some extra butter! /Emmeline
Reply
Christine
great flavor, love the approach so easy. Mine turned out dry and crummy not creamy. I didn't have cream so I used a combination of whole milk and half and half not sure if that was the issue. Any other suggestions, I would really like this to workReply
Emmeline Kemperyd
Hi Christine! Did you use pre-shredded cheese or shred it yourself? It sounds like the issue was either using pre-shredded cheese (then it can turn out a bit grainy) or that you used whole milk and half and half. I've made it with only half and half and that worked out fine, but haven't tested it with switching out part of that for milk. I'd recommend you try it with cream next time and see what you think! /Emmeline
Reply
Christine
Emmeline, I shredded the cheese myself. As this was a last minute dinner plan I used the cheese I had on hand which was cheddar and a little parmesan. I will certainly try again.
Reply
Emmeline Kemperyd
Hi Christine! Those cheeses should work well! My guess then is that it was because you didn’t use cream, so I would recommend trying that, please let me know how it turns out!
Reply
Sheri Stone
Oh my goodness this was AMAZING!
I messed up the recipe and mixed most of the cheese in with the the other ingredients before it first went in the oven. I cooked for about 55 minutes covered (in a 6 quart covered enameled cast iron Dutch oven. I removed the lid and increased the temp to 400 for another 15 minutes. It took a good 20 minutes to solidify. In addition to the exact recipe, I added a tsp of paprika (for color) and about a tsp of stone ground mustard (only because my grandmother used to use these ingredients) and more cheese (40-48 ounces).
My only tiny complaint is that I couldn't get a good crust on the top. Dinner timing required me to take it out of the oven after 70 minutes. Perhaps I needed to let it bake for longer uncovered or use a pan that can be exposed to the broiler.
This will definitely be my go to recipe from now on and I'll update if I figure out the secret to the perfectly browned and crunchy top!
Reply
Emmeline Kemperyd
Hi Sheri! Happy to hear you enjoyed it! This mac and cheese doesn't really get a crust on top, mainly because we have to mix it there in the middle to spread out the starch. But I would love to hear if you do find a way to still get a nice crust! /Emmeline
Reply
THERESA EBERHARD
how many people does this serve?
Reply
Emmeline Kemperyd
Hi Theresa! It serves 4 as a single side, but if you have many sides it could serve up to 8 people. /Emmeline
Reply
Julia
Super tasty and creamy! Not the biggest mac n cheese fan but this recipe impressed me, would totally cook it again!Reply
Anya
I made this with gluten free macaroni noodles (100% corn noodles) and it turned out amazing! I didn't make any adjustments on the recipe or instructions and the sauce thickened beautifully and the noodles cooked perfectly. This will make a great side for Thanksgiving but for now I will be enjoying it for dinner. Definitely not going back to stove top mac and cheese - this was fabulously simple and delicious.Reply
Emmeline Kemperyd
Hi Anya! Thanks for sharing. Happy to hear it turned out well for you! /Emmeline
Reply
Dennis
I tried this and the noodles did not cook and it's more like a soup than a creamy mac and cheese. How exactly is the pasta supposed to cook and get tender? mine are still hard as they were out of the package.
Reply
Emmeline Kemperyd
Hi Dennis,
I'm sorry to hear that! I've never had that problem, they should cook fine in the milk and cream. What type of noddles did you use?
/Emmeline
Reply
Mike
Same issue here. I used elbow macaroni and shredded the cheese myself. When it was supposed to be finished, the noodles were maybe 3/4 cooked at best. Gummy and stuck to your teeth.Reply
Emmeline Kemperyd
Hi Mike! Sorry to hear that. Did you stir it after 30 minutes while cooking as recommended in the recipe? Not sure what went wrong, I have not had this issue myself, and a lot of others have made it succesfully as well. I would assume it comes down to the specific macaroni you've used, or the temperature of the oven being too low. /Emmeline
Reply
DeeYvette
I will TRY this MAGNIFICENT recipe for THANKSGIVING!!! It looks and SOUNDS DELICIOUS!!!Reply
Emmeline Kemperyd
Thank you! Let me know how it turns out!
Reply
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