This mac and cheese recipe without flour might just be the creamiest and easiest homemade macaroni and cheese ever!
Most traditional homemade mac and cheese recipes use a flour-based roux for the cheese sauce. This creates a less-than-ideal cheese sauce that doesn't reheat well. This no-roux mac and cheese is not only outrageously creamy, but it also reheats well and is nearly foolproof!

Ingredients & Substitutions
- Elbow macaroni noodles - Any small pasta noodle will be fine.
- Cream cheese
- Milk - Whole milk is great, but heavy cream can be substituted.
- Shredded cheddar cheese - Mild cheddar is the creamiest, while sharp cheddar cheese will have the most flavor.
- Shredded Monterey Jack cheese - You can substitute your favorite cheese. Pepper Jack or Colby Jack would be good choices.
- Butter
- Table salt
- Black pepper - Garlic powder can also be added.
- Mustard powder - You can substitute prepared yellow mustard.
How to make it
To make this macaroni and cheese recipe without flour, begin by cooking the noodles in a large pot according to the package instructions.
While the noodles boil, make your cheese sauce by melting the cream cheese and a splash of milk together in a large saucepan, while stirring. Add the remaining milk in batches as the cream cheese melts into the liquid.
Add the pre-shredded cheese, butter, and seasonings into the cream cheese mixture and stir until the cheese has fully melted into the creamy sauce.
Drain the cooked pasta from the water and add it to the cheese sauce. Then stir to combine and serve immediately.
Storing & Reheating Leftovers
Leftover mac and cheese without flour will reheat well because there is no roux binding the sauce. The cream cheese holds everything together, so you can microwave individual servings until warmed through. It is often helpful to add a few splashes of milk to return it to its full creaminess.
Leftovers should be kept in an airtight container in your refrigerator and stored for up to one week.
Mac and Cheese without Flour
Equipment
- Large saucepan
Ingredients
- 16 ounces elbow macaroni
- 8 ounces cream cheese
- 2 cups milk
- 1 cup shredded cheddar cheese
- 1 cup shredded Monterey Jack cheese
- 2 tablespoons butter
- ½ teaspoon salt
- ¼ teaspoon black pepper
- ¼ teaspoon mustard powder
Instructions
- Bring a large pot of salted water to a boil and add macaroni noodles. Boil according to package instructions until al dente. Then drain them from the water.
- While the noodles cook, add a couple of splashes of milk to a large saucepan, along with cream cheese. Set over medium heat and stir the cream cheese into the milk as it softens, gradually adding all of the milk.
- Stir the shredded cheese, butter, salt, black pepper, and dry mustard into the cream cheese mixture until all of the cheese has melted.
- Pour the cooked noodles into the creamy cheese sauce and gently combine. Then serve immediately,
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