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    Bites with Bri » Pasta » Simple Mac and Cheese Recipe without Flour (One Pot)

    Simple Mac and Cheese Recipe without Flour (One Pot)

    Published: Jun 4, 2021 · Modified: May 18, 2022 by Brianna May · This post may contain affiliate links.

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    This Simple Mac and Cheese Recipe without Flour is made in just one pot in under 15 minutes. It is loaded with two types of cheese and the sauce is so creamy and decadent you would never guess it is made with chicken broth and nonfat milk. Eat it on its own or as a side, either way you’ll be in heaven.

    overhead of mac and cheese

    I have made mac and cheese countless times. And I feel like I can confidently say this is my favorite recipe. So let me walk you through my process on how I landed on this recipe. 

    The base for most cheese sauces is called a bechamel. This sauce starts with a roux (equal parts flour and butter) and then milk is added. The roux helps the sauce thicken. Then the cheese is melted into it. 

    I find that pasta is starchy enough that you do not even need the flour to thicken the sauce. The sauce will thicken from the starch and the cheese. The flour further dries and gunks up the sauce. I like my mac and cheese saucy and moist. 

    So how you create a thick enough sauce without the use of flour is by cooking the pasta in the milk and chicken broth. 

    Yes you heard me correctly, chicken broth. I use a combination of nonfat milk and chicken broth and here is why. I find that cheese has enough fat that the sauce becomes oily if you use milk or cream with too much fat. And this recipe has a ½ pound of cheese so you definitely don’t need anymore oil. 

    So after experimenting, I found these methods (cooking the pasta in the sauce & using nonfat milk and broth) to produce the best creamy mac and cheese. Not too oily, but super cheesy. Plus one pot means less to clean.

    Jump to:
    • Highlights
    • Ingredients
    • Instructions
    • Expert Tips & Recipe Notes
    • FAQs
    • Related Recipes
    • Simple Mac and Cheese Recipe without Flour

    Highlights

    • One pot (easy clean up)
    • No flour, cream, or half and half
    • Ready in 15 minutes or less
    • Super creamy and moist
    • Loaded with american and white cheddar cheese

    Ingredients

    overhead of ingredients
    • Nonfat Milk: I do not recommend using milk with a higher fat content. It makes the mac and cheese too oily. The recipe is made for the consistency of nonfat milk. 
    • Chicken Broth: You can substitute water but it will not have as much flavor. 
    • Cavatappi Pasta: You can use any dry pasta. You may have to adjust the cook time. As you are stirring the pasta while it cooks, just keep any eye on it, and turn off the heat once it is tender. 
    • White American Cheese: I recommend using the white american cheese that they have at the deli counter. This highly processed cheese makes the sauce silky smooth. 
    • White Cheddar: You can substitute orange cheddar cheese. Pepper: Substitute for a pinch of ground pepper.

    Complete list of ingredients and amounts is located on the recipe card below.

    Instructions

    before you start . . .

    • Shred your cheese. Since I recommend buying blocks of cheese, you will need to start by shredding all of the cheese. A box grater will make shredding much easier. Since the white american cheese will probably come sliced. I typically just break it up with my hands a bit. 

    Step 1: Bring the milk, 2 cups of chicken broth, butter, salt, garlic, onion powder, ground mustard, and pepper to a boil on medium to medium high heat. It doesn’t need to be a raging bowl, just bubbling. You do not want the milk to burn.

    Step 2: Add the pasta and stir frequently for about 10 minutes or until the pasta is tender. (It will take longer to cook than the package instructions suggest). After 10 minutes the pasta is not tender, but a lot of the liquid has been absorbed. Turn down the heat to medium low and cover the pasta to finish cooking for 1-2 minutes.

    steps 1 & 2
warm milk and butter in pot
pasta cooked in pot

    TIP - Keep an eye on your pasta and stir frequently while it cooks so it does not burn or stick. 

    Step 3: Once the pasta is al dente, turn the heat off immediately. Add in all of the cheese.

    Step 4: Stir until the cheese is melted completely. Add in a ¼ cup more chicken broth if the sauce is too thick.

    steps 3 & 4
cheese added in pot
pasta stirred until cheese melted

    TIP - Taste your pasta so it does not over/undercook. You can also feel it with the spoon as it becomes more tender. 

    Expert Tips & Recipe Notes

    • Buy blocks of cheese and shred it at home. I never buy pre-shredded cheese anymore. It does not melt as well and does not have the same texture. This is my biggest tip for recipes where cheese is the star. It makes all the difference.
    • Cook al dente pasta. The pasta will be tender, but still have a bit of a chew. You do not want the pasta to be mushy. 
    • Keep a close eye on the pasta as it cooks. Since the pasta is not cooking in as much liquid as usual, it will be more prone to sticking to the bottom of the pan. If you stay close to the pan and stir frequently, this will prevent sticking or burning. 
    • Let the cheese come to room temperature. After you shred the cheese, leave it on the counter while you cook the pasta. This will allow the cheese to warm up slightly and it will melt more smoothly into the sauce.
    • Save some chicken broth. The sauce thickens quickly because of the amount of cheese. If you find the sauce is too thick, add a splash of broth to loosen it. This is especially important when reheating leftovers.
    overhead of mac in pot

    FAQs

    Can you make this ahead of time?

    I am going to say no to this one. This mac and cheese is going to be the creamiest right off the stove. 

    How do you store leftover mac and cheese?

    Store leftovers in an airtight container in the refrigerator for 3-4 days. Reheat leftovers with a splash of milk or chicken broth to loosen the sauce.

    How do you keep mac and cheese creamy?

    To avoid dry mac and cheese, be sure there is plenty of liquid in the sauce. This is why the recipe calls for chicken broth and nonfat milk. These liquids are thinner compared to cream and add a ton of moisture to the sauce. Like I mentioned above, if the pasta dries up a bit, add a splash of broth.

    Why is my homemade mac and cheese gritty?

    This could be due to the kind of cheese or the temperature. Let your cheese sit out to take the chill off of it. This will help it incorporate better into the sauce. Some cheeses are less smooth than others and cause grit. This is why I recommend using half american cheese.

    Is a roux necessary for mac and cheese?

    No and in fact, I find the mac and cheese to be creamier without it. Cooking the pasta in the sauce adds enough starch to it to thicken it up plenty.

    Can you cook pasta in milk instead of water?

    Yes! This makes for the best mac and cheese sauce. It will be perfectly creamy and moist. 

    What cheeses are best for mac and cheese?

    I recommend using at least half processed american cheese. I find this just gives the sauce the silkiest texture. Then use one other cheese for flavor, like cheddar, white cheddar, pepper jack, gruyere, or parmesan.

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    5 from 13 votes

    Simple Mac and Cheese Recipe without Flour

    This Simple Mac and Cheese Recipe without Flour is made in just one pot in under 15 minutes. It is loaded with two types of cheese and the sauce is so creamy and decadent you would never guess it is made with chicken broth and nonfat milk. Eat it on its own or as a side, either way you’ll be in heaven.
    Prep5 minutes
    Cook12 minutes
    Total17 minutes
    Course: Side Dish
    Cuisine: American
    Author: Brianna May

    Ingredients:

    • 2 cups nonfat milk*
    • 2 ¼ cups chicken broth*
    • 1 Tablespoon unsalted butter
    • 8 ounces cavatappi pasta*
    • 1 teaspoon salt
    • 1 teaspoon granulated garlic
    • 1 teaspoon onion powder
    • ½ teaspoon ground mustard
    • 10 cracks of pepper*
    • 4 ounces deli sliced white american cheese*
    • 4 ounces white cheddar cheese, shredded*

    Instructions:

    • Bring the milk, 2 cups of chicken broth, butter, salt, garlic, onion powder, ground mustard, and pepper to a boil on medium to medium high heat. It doesn’t need to be a raging bowl, just bubbling. You do not want the milk to burn.
    • Add the pasta and stir frequently for about 10 minutes or until the pasta is tender. (It will take longer to cook than the package instructions suggest). After 10 minutes the pasta is not tender, but a lot of the liquid has been absorbed. Turn down the heat to medium low and cover the pasta to finish cooking for 1-2 minutes.
    • Once the pasta is al dente, turn the heat off immediately. Add in all of the cheese.
    • Stir until the cheese is melted completely. Add in a ¼ cup more chicken broth if the sauce is too thick.

    Notes:

    Nonfat Milk: I do not recommend using milk with a higher fat content. It makes the mac and cheese too oily. The recipe is made for the consistency of nonfat milk.
    Chicken Broth: You can substitute water but it will not have as much flavor.
    Cavatappi Pasta: You can use any dry pasta. You may have to adjust the cook time. As you are stirring the pasta while it cooks, just keep any eye on it, and turn off the heat once it is tender.
    White American Cheese: I recommend using the white american cheese that they have at the deli counter. This highly processed cheese makes the sauce silky smooth.
    White Cheddar: You can substitute orange cheddar cheese.
    Pepper: Substitute for a pinch of ground pepper.
    Buy blocks of cheese and shred it at home. I never buy pre-shredded cheese anymore. It does not melt as well and does not have the same texture. This is my biggest tip for recipes where cheese is the star. It makes all the difference.
    Cook al dente pasta. The pasta will be tender, but still have a bit of a chew. You do not want the pasta to be mushy.
    Keep a close eye on the pasta as it cooks. Since the pasta is not cooking in as much liquid as usual, it will be more prone to sticking to the bottom of the pan. If you stay close to the pan and stir frequently, this will prevent sticking or burning.
    Let the cheese come to room temperature. After you shred the cheese, leave it on the counter while you cook the pasta. This will allow the cheese to warm up slightly and it will melt more smoothly into the sauce.
    Save some chicken broth. The sauce thickens quickly because of the amount of cheese. If you find the sauce is too thick, add a splash of broth to loosen it. This is especially important when reheating leftovers.
    Did you make this recipe? Tag me on Instagram!Mention or tag @bites.with.bri_ or use the hashtag #biteswithbri
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    Reader Interactions

    Comments

    1. Linda

      June 09, 2021 at 11:29 pm

      5 stars
      Love love this cheesy goodness pasta! And how simple the flavor is. All I can say is it's definitely a keeper!

      Reply
    2. Nora

      June 09, 2021 at 10:17 am

      5 stars
      Yummy! Mac-and-cheese! Such a comfort food! I love your easy and quick recipe! Some days it just has to go fast, so this recipe is just the thing! Thanks for sharing!

      Reply
    3. Freya

      June 08, 2021 at 10:16 pm

      This was such a genius idea and yet it makes so much sense! My sauce was absolutely perfect, and not stodgy or heavy which many roux based sauces can be.

      Reply
    4. Kyleigh

      June 08, 2021 at 7:53 pm

      5 stars
      Nothing beats good Mac n cheese!! This was super easy to make and SO good!

      Reply

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    I am a recipe developer, food photographer, blogger. My goal is to teach you how to cook, not just follow my recipes. I love to cook with bold flavors that are still family friendly. My hubs is a picky eater and all of these recipes are approved by him, so I am sure you and your family will love them too. Learn more about Bri >>

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