Creamy No Bake Homemade Macaroni and Cheese

Be forewarned! I don’t bake my Mac and cheese. I am all about the gooey, delightful cheese sauce, staying gooey and delightful!

~ Cheese Sauce~
2 cups milk- [I use 1 cup skim, 1 cup 2%]
1 heaping TB flour
2 TB butter
1 tsp salt
 1/4 tsp black pepper
 2 cups shredded sharp cheddar

1/2  of 1 lb. box pasta noodle of choice [ I prefer small or medium sized shells because I like to think they hold more of the cheese sauce]

Cook Pasta according to directions on box.
While pasta is cooking:
In medium sized microwave safe bowl add milk, butter, flour, salt and pepper. Whisk to incorporate flour [but it settles to the bottom while heating, so you will have to stir it up again.] Heat on high for 3 minutes [not until boiling, but still very hot. Whisk the mixture until flour is fully incorporated. Add Shredded cheese and heat another minute.
Whisk together until well blended and pour over noodles in pan or in separate serving bowl. 
Let sit about 5 minutes for sauce to thicken and set a bit, then serve. 

My kids all go crazy for this, preferring it even over the Kraft boxed variety most kids clamor for.


  1. Thanks, tried it and it was nice!

  2. what does half a box mean? there are so many different sizes...don't want to overdue it, guess I could add it as I go and use the rest for pasta salad!

  3. Sorry, I've only ever seen one box size for the small or medium shells, normally about 1 lb. I use half of that so it's super duper gooey cheesy, but the cheese sauce is actually enough even if you use an entire 1 lb box.

  4. "Wish the mixture until flour is fully incorporated"
    I do not understand what you mean by "wish". When cooking I assumed you meant stir, which is what I did, and it turned out fine, but this is really puzzling me. I admit that I am not an experienced cook and I don't know a lot of the cooking lingo, so that may be part of it. Anyway, thanks for posting this recipe-I hate baked mac and cheese, and this is so easy and delicious.

  5. Sorry, it was a typo. Yes, I meant whisk. Glad it turned out ok and you liked it. Thanks for letting me know!
    ~Anne of Tierney Tavern

  6. So you don't really stir up the flour until after you heat it?


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