NO flour, NO butter and all the delicious cheesinesss of traditional mac n’ cheese! Plus it’s only 7 ingredients and takes 10 minutes to make!

Can you think of anything more nostalgic than macaroni and cheese?! Because I sure as heck can’t. (In fact, I’m pretty sure I lived off EasyMac for the better part of my childhood and I still have no complaints about it whatsoever. 😉 ) But now that I’m an adult, I felt like I should really be doing more “adult” things…like learning how to make my own mac and cheese. And honestly, I was terrified! (It just sounded so complicated..) But this recipe couldn’t be any easier loves! So get ready mac and cheese lovers because I’m sharing my insanely simple one pot mac and cheese recipe today that will knock your socks off!
Ingredients
Can you believe this recipe is only 7 ingredients?! And there’s NO flour and NO butter in it too?! Usually mac and cheese recipes have you creating a roux first mixture of flour and butter) which is then used to thicken your cheese sauce but for this recipe, it’s not needed at all! That’s because we boil the pasta in the milk and water to form a “starchy” liquid that can thicken the sauce all on it’s own! Check out the ingredients below:
- Milk: You can use any type of milk you want; full fat, fat free, even almond milk works too! (I used almond milk for this specific recipe.)
- Water: Can be replaced with chicken/vegetable broth. (Broth can be very salty so you may not need to use as much salt if you choose to replace the water for broth.)
- Dry pasta: DO NOT cook the pasta before hand! (We’ll be cooking the pasta in the milk and water.)
- Cheddar cheese: I used extra sharp cheddar for my recipe but feel free to use your favorite type of cheddar too! (See next section for more info)
- Salt
- Pepper
- Ground mustard: Used to add a little tang to your sauce

What type of cheese is the best to use?
Cheddar! Always use cheddar if you want a traditional tasting mac and cheese! That being said, what type f cheddar you use is completely up to you. I love really big and bold flavors so I love using extra sharp cheddar or even white cheddar for this recipe. But mild or regular would work just as well.

What kind of noodle should I use?
Traditionally, mac and cheese is made with elbow macaroni noodles. (But since when have I ever done anything traditional… 😉 ) I think a lot of people don’t realize that you can actually make macaroni and cheese with almost any kind short noodle you want! You can use penne, bowties, rotini (like I did) or even shell pasta. I would NOT suggest using any long noodle though, like spaghetti or fettuccine. Leave that for those dishes please! 😉

How do I reheat one pot mac and cheese?
Because I love leftovers, I always make a huge pot of this mac and cheese and just heat it up later. That being said, there are a few different ways you can do this.
- Microwave Method: Put however much mac and cheese you want in a microwave safe bowl and add a splash of milk. Cover the bowl with a paper plate and heat it at 30 second intervals until the milk and pasta mix together to become creamy. (Stir between each interval.)
- Stove Top Method: Put your mac and cheese in a sauce pan with a splash of milk and heat it over medium heat. Stir the pasta and milk together until it becomes creamy again and reaches your desired temperature.
*Note: If you add too much milk to either method and the pasta becomes “soupy”, just add a little more cheese to even it out.
I hope you all enjoy this recipe and have the very best day loves! 🙂
More recipes like this:
- Easy Spinach Lasagna Rolls
- BBQ Chicken Tortilla Pizzas
- Pasta with Vodka Sauce
- Italian Turkey Meatballs with Homemade Marinara Sauce
[Made one of my recipes? Make sure to tag my social media @kalefornia_kravings – I love seeing what you create!]
One Pot Mac and Cheese
Ingredients
- 2¼ cups milk (use your favorite type of milk)*
- 1 cup water
- 2 cups dry pasta (use your favorite type of short noodle)**
- 1-1¾ cup cheddar cheese
- ½ tsp ground mustard
- ¾ tsp salt
- Black pepper, to taste
Instructions
- Pour the milk, water and pasta into a large sauce pot and bring it to a boil. Reduced the heat to medium high and boil the pasta for 8-10 minutes. (The liquid should reduce down to half and the pasta should be tender.)
- Once done, take the pot off the burner and add your cheese, ground mustard, salt and pepper. Stir it together until the cheese is fully melted.
- Serve immediately!
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