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Mac and Cheese Without Milk or Flour

This ultra-creamy mac and cheese proves you don’t need milk or flour to achieve a rich, velvety sauce. Using smart pantry swaps like evaporated milk, sour cream, or even starchy pasta water, this quick stovetop recipe delivers bold flavor and perfect texture in just 15 minutes.
Prep Time 5 minutes
Cook Time 10 minutes
Total Time 15 minutes
Course dinner
Cuisine American
Servings 4 servings
Calories 567 kcal

Ingredients
  

Main

  • 8 oz elbow macaroni
  • 1 cup evaporated milk or substitute with heavy cream or sour cream + pasta water
  • 2 tbsp butter
  • 2 cups freshly grated cheese cheddar, colby, or gruyère
  • 1 tbsp cornstarch mixed with 1 tbsp cold water

Seasonings

  • 0.5 tsp dry mustard
  • 0.5 tsp garlic powder
  • to taste salt
  • to taste black pepper

Instructions
 

  • Cook the elbow macaroni in salted boiling water until al dente. Reserve ½ cup of the pasta water, then drain.
  • In the same pot, melt the butter over medium-low heat. Pour in the evaporated milk (or your chosen substitute) and whisk until warm.
  • Add the prepared cornstarch slurry and stir continuously for about 2 minutes until the mixture thickens into a creamy base.
  • Remove the pot from heat completely. Gradually add the grated cheese, stirring until fully melted and smooth. Add a splash of reserved pasta water if needed to adjust consistency.
  • Return the cooked macaroni to the pot and fold it into the cheese sauce.
  • Season with dry mustard, garlic powder, salt, and pepper. Serve immediately while hot and creamy.

Notes

For a dairy-free version, use starchy pasta water with plant-based butter and cheese alternatives. Always remove the pot from heat before adding cheese to prevent a grainy or clumpy texture. You can also add cream cheese for extra richness and stability.