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    Bites with Bri » Pasta » Simple Mac and Cheese without Flour

    Simple Mac and Cheese without Flour

    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 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.

    Stovetop mac and cheese without flour in a pot with a wooden spoon.

    If you are looking for a traditional mac and cheese recipe, try my Homemade Mac and Cheese Sauce Recipe.

    Jump to:
    • Why You'll Love This Recipe
    • Ingredients & Substitutions
    • How to Make Mac and Cheese without Flour
    • Recipe Serving Suggestions
    • Expert Tips & Variations
    • Recipe FAQs
    • More Pasta Recipes
    • Simple Mac and Cheese Recipe without Flour

    Why You'll Love This Recipe

    • One pot & easy clean up
    • No flour, cornstarch, cream, or half and half
    • No roux or bechamel sauce
    • Ready in 15 minutes or less
    • Super creamy and moist
    • Loaded with American and white cheddar cheese

    Ingredients & Substitutions

    Ingredients needed to make mac and cheese no flour.
    • Nonfat Milk: I do not recommend using milk with a higher fat content. It makes the pan sauce 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 mac n cheese smooth. 
    • White Cheddar: You can substitute orange cheddar cheese. Some of my other favorite cheeses for mac and cheese include pepper jack, swiss, gouda, gruyere, mozzarella, parmesan, or colby jack. You can also use a combination.
    • Pepper: Substitute for a pinch of ground pepper.

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

    How to Make Mac and Cheese without Flour

    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

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

    Recipe Serving Suggestions

    Stovetop mac n cheese without flour can be served as a main or side dish. Either way it is to die for.

    • Main: Pair with a green salad, like my Arugula Goat Cheese Salad or Kale Crunch Salad.
    • Side Dish: Some of my favorite proteins to serve with macaroni are my Slow Cooker Dr. Pepper Ribs, Cast Iron Skillet Chicken Breast, Air Fryer Frozen Chicken Breast, or Air Fryer Chicken Fried Steak.

    Expert Tips & Variations

    • 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.
    • Make a baked mac and cheese without flour. Undercook the pasta by a minute. Top with panko bread crumbs and bake at 400 degrees until golden brown and bubbly.
    Simple mac and cheese without flour topped with chives and black pepper.

    Recipe FAQs

    What can you use instead of flour in mac and cheese?

    This is completely dependent on the recipe. Cornstarch is also used as a thickening agent. I recommend finding an easy homemade mac and cheese recipe made without flour, specifically.

    Why does mac and cheese need flour?

    Flour is usually used to make a bechamel sauce, a creamy white sauce. It thickens the milk so the sauce is not runny. You do not need flour for every mac and cheese recipe.

    How do you thicken mac and cheese?

    For this recipe, if the sauce is too thin, simmer the pasta a little longer. It will thicken as it cools, as well.

    More Pasta Recipes

    • Chicken Penne Alla Vodka
    • Creamy Cajun Shrimp & Sausage Pasta
    • Pumpkin Pasta Sauce
    • Basil Pasta with Cherry Tomatoes
    PRINT RECIPE PIN RECIPE COMMENT
    5 from 13 votes

    Simple Mac and Cheese Recipe without Flour

    This Simple Mac and Cheese 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 pan sauce 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 mac n cheese smooth. 
    • White Cheddar: You can substitute orange cheddar cheese. Some of my other favorite cheeses for mac and cheese include pepper jack, swiss, gouda, gruyere, mozzarella, parmesan, or colby jack. You can also use a combination.
    • Pepper: Substitute for a pinch of ground pepper.
    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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