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Simple Mac and Cheese without Flour

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Simple mac and cheese without flour is a fast and ultra-creamy recipe for homemade macaroni and cheese lovers.

brown bowl with cheese pasta sprinkled with parsley on a white vintage cloth.

The good news: this simple mac and cheese recipe without flour is incredibly delicious, everything you could wish for in a typical macaroni and cheese recipe: creamy, cheesy, the ultimate comfort food, and one of my kids’ favorite dishes.

Then it’s made without flour, thus skipping a sometimes tedious cooking step: making the roux or white sauce. And that also means less time spent cooking.

No Milk? No problem!
Check out our super fast Mac and Cheese without Milk

The bad news: it’s so good you will overeat. You will think you will just have a normal-sized portion (after all, the dish is so filling you don’t need much to be full), but you will probably not manage to control yourself… just one more spoonful… and one more… just a little bit more… and so on…

I made a huge pot the other day and thought there would be leftovers for my husband’s lunch box… there was nothing left, just some cheese sticking at the bottom of the pot.

And if you like a quick and delicious pasta dish, you could also try the Fast American Chop Suey Recipe, the Creme Fraiche Salmon Pasta or the Creamy Tuna Carbonara. Or try the Mac and Cheese without Milk.

What do you need?

bowls with cheese, macaroni, half and half, spices and butter for making mac and cheese.

The recipe calls for cheap and simple ingredients.


  • Elbow macaroni is the typical kind. However, rest assured the dish will taste just as excellent with your pasta of choice. It’s preferable, however, to use a short kind of pasta.
  • Whole wheat pasta might not be typical, but it tastes great as well.

Cheese: A lot of it!

  • Cheddar: about 2 cups shredded. I like using sharp Cheddar cheese; it has the best flavor.
  • Vital tip: buy a block of cheese and grate it yourself on the box grater or in the food processor. Don’t use already pre-shredded; the additives it contains will prevent it from melting nicely, so the dish will not have that desired creamy texture.
    • Can I replace Cheddar? My favorite sort for this mac and cheese recipe is Cheddar, but another kind of cheese is fine as well. Try different types of cheese like Gouda, Gruyere, Jarlsberg Swiss cheese, Colby, or a combination.
    • What I would not use is mozzarella alone; I find it too plain if standing alone. But mozzarella combined with Parmesan cheese or another stronger-tasting sort will be great. And mozzarella is excellent for stretching, so if you like that, add some to the combo.
    • I often make this recipe using cheese leftovers I find in the fridge. I shred them all in the food processor, and that’s it; just make sure you have more or less 2 cups of it.
  • American cheese: it makes the dish creamier than you could possibly imagine. Many people don’t like to use it, and I have to admit I rarely buy it myself, but I find it is a must in this recipe.
  • Half and half: you can use only heavy cream if you like. The whole milk might seem like a feeble attempt to lower the calorie count, but it works fine, so I keep using it. Anything counts, I suppose.
  • Other ingredients: a little butter, mustard, salt, black pepper, paprika powder, and garlic powder. For a bit of heat, you can add some cayenne pepper or red pepper flakes to taste.
wooden spoon lifting super creamy mac and cheese from a pot.

How to make mac and cheese without flour?

  • Cook pasta al dente in a large pot of salted water. Drain well.
  • Shred Cheddar. Tear the American cheese slices. Set aside.
  • Mix half and half, butter, salt, pepper, mustard, paprika, and garlic powder in a saucepan. Warm for about 2 minutes on medium heat, but don’t let it boil.
  • Add cheese to the sauce.
  • Stir gently on low heat until smooth. Don’t let the mixture become too hot or come to a boil.
  • Add drained pasta and stir to coat.
  • Adjust the taste with a bit of salt and pepper if necessary.
collage of four pictures of making cheese sauce for pasta.

Can I make baked mac and cheese without flour?

Definitely! The stovetop macaroni recipe can also be baked in the oven. Just follow a few additional simple steps.

  • Preheat the oven to 350 degrees Fahrenheit (180 degrees Celsius). Butter a baking dish.
  • Cook the pasta for about 2 minutes, less than indicated on the package, as it will continue cooking in the oven.
  • Make the creamy sauce and mix everything together.
  • Pour the mac and cheese into the prepared casserole dish.
  • Sprinkle everything with breadcrumbs; I prefer to use Panko breadcrumbs for this recipe; they are larger and crisp better. They can be found in the Asian section of supermarkets.
  • Bake for about 15-20 minutes until the casserole is golden and bubbly. Let rest for about 5 minutes before serving.

Expert Tips

  • Use any short pasta you like. Elbow macaroni, farfalle, penne, rotini, rigatoni etc.
  • Try a combination of good-melting, stronger-tasting cheese sorts; this is a good recipe to clean out your fridge.
  • Don’t use pre-shredded cheese; the anti-caking agents will prevent it from melting properly, and the sauce will be grainy.
  • Don’t overheat the sauce, or it might separate.
  • Stir constantly until the sauce is smooth.
close up lots of macaroni coated with creamy cheese sauce and sprinkled with parsley.

Recipe FAQ

Make it completely without flour or gluten-free?

You actually can! Use pasta made of lentils, peas, or chickpeas. Read the ingredient list to make sure it’s gluten-free as well. Or use gluten-free pasta.

How to serve?

Main dish: I might make a green salad, or I might forget that healthy part and just indulge… If you serve it as a main meal, it will serve 4 to 6 people. Six would be ideal; four would probably be the reality.
Side dish: it should be enough for 8 people. It is a perfect side dish for lots of mains. Try it with chicken, roast pork, or sausages, with steak, or even roast turkey for Thanksgiving.

Can I make it ahead?

I prefer to serve the dish immediately, but you can make the dish ahead if it must be.
Making ahead works best if you decide to make baked mac and cheese without flour. The baking time will allow the pasta to reheat appropriately.
Cook pasta, drain it and mix it well with one tablespoon of butter or olive oil. This will stop it from sticking. Let cool to room temperature, then store in the fridge. Make the sauce, cover the saucepan and let cool.
When ready to bake, reheat the sauce gently. Add a splash of extra milk or cream if it seems too thick.
Mix it with the cooked noodles, pour the mixture into the baking tray, sprinkle with breadcrumbs, and bake for 20-25 minutes until golden and heated through.
OR assemble cooked pasta and sauce in the baking dish and store, covered, in the fridge. However, this option might cause the pasta to be a bit too soft in the end.

What to do with leftovers?

Store in an airtight container in the fridge for up to 3-4 days.
Reheat in the microwave or on the stovetop. I prefer the microwave in this case because reheating on the stove might cause the cheese to stick to the bottom of the pan. If you reheat on the stovetop, do it in a nonstick pan, add a splash of milk, and stir almost constantly until reheated.

Can you freeze it?

Let cool completely and freeze in airtight containers or freezer bags (flat) for up to 3 months; the sooner you eat it, the better.
Thaw in the refrigerator overnight or on the counter for a few hours.
Reheat in the microwave, on high, stopping and stirring every minute. You can reheat from frozen as well; it will take a bit longer. Again, make sure you stir regularly. 
Reheat on the stovetop. Use a nonstick saucepan or pan, add a splash of milk, and reheat, stirring almost constantly.

Why do you need flour in mac and cheese?

Flour is used in macaroni and cheese, to thicken the cheese sauce. Usually the flour is part of the roux (melted butter and flour) and acts as a sauce thickener. As you can see our recipe does not use flour, if you don’t have any, or don’t want to use flour, our recipe is the way to go. Simple and fast no flour mac and cheese.

overhead view of a bowl of no flour mac and cheese sprinkled with parsley.

More mac and cheese recipes

Check our web story for this recipe: How to make Mac and Cheese without Flour

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wooden spoon lifting super creamy mac and cheese from a pot.

Simple Mac and Cheese without Flour

The creamiest mac and cheese without flour, a comforting and addictive dish! Ready in about 30 minutes.
4.79 from 32 votes
Print Pin Share Rate
Course: Main Course
Cuisine: American
Prep Time: 5 minutes
Cook Time: 20 minutes
Servings: 6
Calories: 648kcal
Author: Adina


  • 1 lb elbow pasta macaroni, Note 1
  • 2 cups Cheddar Note 2
  • 8 slices American cheese 6 oz
  • 1 ½ cups half and half or only cream
  • 1 tablespoon butter
  • 1 teaspoon Dijon mustard
  • ½ teaspoon sweet paprika
  • ¼ teaspoon garlic powder
  • 1 teaspoon fine sea salt or Kosher
  • ¼ teaspoon freshly ground black pepper
  • 2/3 cup Panko breadcrumbs only if baking the mac and cheese


  • Cook pasta according to the package instruction and drain well.
  • Shred the Cheddar cheese and tear the American cheese slices into smaller pieces. Set aside.
  • Make sauce: Mix half and half, butter, salt, pepper, mustard, paprika, garlic powder in a saucepan. Warm for about 2 minutes, but don't let it boil.
  • Melt cheese: Add all the cheese and stir gently on low heat until the cheese melts. Don't let it become too hot or come to a boil.
  • Combine: Add drained pasta and stir to coat. Adjust the taste with a bit of salt and pepper if necessary.

Baked version:

  • Preheat the oven to 350 degrees Fahrenheit (180 degrees Celsius). Butter a baking dish.
  • Cook pasta for 2 minutes less than indicated on the package; it will continue to cook in the oven. Drain well.
  • Sauce: Make the sauce as instructed above. Mix with pasta and pour the mixture into the prepared baking dish. Sprinkle with breadcrumbs.
  • Bake for 15-20 minutes until the dish is golden and bubbly.


  1. Or any other kind of short pasta like penne, farfalle, rotini, rigatoni, etc.
  2. Or other cheese kinds like Gouda, Gruyere, Jarlsberg Swiss cheese, Colby, or a combination. Add some mozzarella to the mix to make the dish stretchy if you like.


Calories: 648kcal | Carbohydrates: 66g | Protein: 27g | Fat: 30g | Saturated Fat: 18g | Polyunsaturated Fat: 2g | Monounsaturated Fat: 8g | Trans Fat: 1g | Cholesterol: 91mg | Sodium: 1190mg | Potassium: 346mg | Fiber: 3g | Sugar: 4g | Vitamin A: 953IU | Vitamin C: 1mg | Calcium: 665mg | Iron: 2mg
Tried this recipe?Mention @thefastrecipe or tag #thefastrecipe!

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Recipe Rating

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Thursday 21st of July 2022

Can I freeze the mac n cheese??


Saturday 23rd of July 2022

Hi Deb. Yes, you can freeze it in an airtight container.


Saturday 9th of October 2021

The only complaint I've heard is "Why didn't you make more?" thank you for sjaring!


Friday 8th of October 2021

Absolutely delicious and easy mac n' cheese recipe. I do use shells instead of elbow macaroni and it's great! Greetings from Deutschland


Friday 8th of October 2021

Hi Georgia. I use different kinds of noodles as well, whatever I happen to have in the pantry. Anything goes.

Andrea C

Friday 8th of October 2021

I’ve tried many macaroni and Cheeses recipes over the years. This one is very good!


Friday 8th of October 2021

@Andrea C, So glad to hear it, Andrea. Thank you for the feedback. :)


Friday 8th of October 2021

Thanks a million for this recipe! It is the BEST mac & cheese ever. I used seasoned salt and it didn't affect the finished dish.


Friday 8th of October 2021

That sounds great, Laura.

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