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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.
Prep Time5 mins
Cook Time12 mins
Total Time17 mins
Course: Side Dish
Cuisine: American
Author: Brianna May


  • 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*


  • 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.


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.