Mac & Cheese Without Flour Recipe
Introduction
Discover a creamy, comforting mac and cheese recipe that skips the flour but keeps all the rich flavor you love. This easy stovetop version uses heavy cream and butter to create a velvety cheese sauce perfect for a quick dinner or side dish.

Ingredients
- 1 lb elbow macaroni (cooked, drained, rinsed)
- 2 cups heavy cream
- ½ cup butter (1 stick or 8 tablespoons)
- 1 teaspoon garlic powder
- ½ teaspoon salt
- ½ teaspoon pepper
- ½ teaspoon onion powder
- 3 cups cheddar cheese (grated)
Instructions
- Step 1: Cook the elbow macaroni according to package instructions until al dente. Drain and rinse under cool water, then set aside.
- Step 2: In a medium saucepan, heat the heavy cream and butter over medium heat until the butter melts completely.
- Step 3: Add the garlic powder, salt, pepper, and onion powder to the cream and butter mixture. Stir to combine.
- Step 4: Gradually add the grated cheddar cheese, stirring constantly until the cheese is fully melted and the sauce is smooth. Remove from heat.
- Step 5: Pour the cheese sauce over the cooked macaroni noodles and stir until evenly coated. Add extra cheese on top if desired, then serve immediately.
Tips & Variations
- Use freshly shredded cheese for a smoother sauce, as pre-shredded cheese can sometimes result in a grainy texture.
- Mix in a bit of American cheese or cream cheese for an extra creamy and tangy sauce.
- Try adding spice with a pinch of ground mustard or paprika to enhance flavor.
- Customize your mac and cheese by stirring in ham, peas, bacon, shrimp, or jalapeños for variety.
Storage
Store any leftover mac and cheese in an airtight container in the refrigerator for up to 3-4 days. To freeze, cool completely then transfer to a freezer-safe container for up to 2 months; thaw overnight in the fridge before reheating. Reheat by adding a splash of milk or cream to restore creaminess, warming gently on the stove or in short microwave bursts.
How to Serve

Serve this delicious recipe with your favorite sides.
FAQs
Can I use a different type of pasta?
Yes, you can substitute elbow macaroni with other pasta shapes like shells, rotini, or penne. Just ensure they’re cooked al dente for the best texture.
What cheeses work best for mac and cheese?
Sharp cheddar is classic, but combining cheddar with American, Monterey Jack, or Gruyère can add extra creaminess and flavor. Avoid pre-shredded cheese for smoother sauces.
PrintMac & Cheese Without Flour Recipe
This creamy and indulgent Mac & Cheese recipe is made without flour, using heavy cream, butter, and plenty of melted cheddar cheese to create a rich sauce that coats perfectly cooked elbow macaroni. Made on the stovetop, it’s simple to prepare and delivers classic comfort food without the need for a roux.
- Prep Time: 10 minutes
- Cook Time: 15 minutes
- Total Time: 25 minutes
- Yield: 6 servings 1x
- Category: Main Course
- Method: Stovetop
- Cuisine: American
Ingredients
Pasta
- 1 lbs elbow macaroni (cooked, drained, rinsed)
Sauce
- 2 cups heavy cream
- ½ cup butter (1 stick or 8 tablespoons)
- 1 teaspoon garlic powder
- ½ teaspoon salt
- ½ teaspoon pepper
- ½ teaspoon onion powder
- 3 cups cheddar cheese (grated)
Instructions
- Cook the macaroni: Follow the package instructions to cook 1 lb of elbow macaroni until al dente, meaning firm to the bite. Drain the pasta and rinse it under cool water to stop the cooking process. Set aside.
- Heat the cream and butter: In a medium saucepan over medium heat, combine 2 cups of heavy cream and ½ cup (1 stick) of butter. Heat until the butter is melted and the mixture starts to warm up.
- Add the seasonings: Stir in 1 teaspoon garlic powder, ½ teaspoon salt, ½ teaspoon pepper, and ½ teaspoon onion powder. Mix well to combine the flavors into the cream and butter base.
- Melt the cheese: Add 3 cups of grated cheddar cheese to the warm cream mixture. Stir continuously until the cheese is fully melted and the sauce is smooth. Then remove the saucepan from the heat.
- Combine pasta and sauce: Pour the cheese sauce over the cooked macaroni. Stir gently to ensure every piece of pasta is well coated with the creamy cheese sauce. Add extra shredded cheese on top if desired for garnish.
- Serve immediately: Serve the mac and cheese hot for the best flavor and texture.
Notes
- Heating the cream and melting the butter before adding cheese helps prevent the sauce from breaking since there is no flour base.
- Use a combination of your favorite cheeses or try adding a bit of American cheese or cream cheese for extra creaminess and tang.
- Freshly shredded cheese melts smoother than pre-shredded store cheese and prevents grainy texture.
- Try adding spices like ground mustard or paprika to boost flavor.
- Optional mix-ins include ham, peas, bacon, brisket, lobster, shrimp, tuna, or jalapenos for customized versions.
- Store leftovers in an airtight container in the refrigerator for 3-4 days.
- Freeze cooled mac and cheese in freezer-safe containers for up to 2 months; thaw overnight in the fridge before reheating.
- To reheat, warm gently on the stovetop with extra milk or cream added, or bake at 350°F (175°C) or microwave in short increments.
Keywords: Mac and Cheese, No Flour Macaroni and Cheese, Creamy Mac and Cheese, Stovetop Mac and Cheese, Cheddar Cheese Pasta

