Homemade macaroni and cheese has to be one of the most beloved foods, and we’re changing up the classic a bit with this easy mac and cheese recipe. There’s no roux and no flour! This recipe relies on plenty of shredded sharp cheddar, sour cream, cottage cheese, and milk with a crunchy breadcrumb topping for big, creamy flavor.

Not Your Average Mac and Cheese from A Duck's Oven. Deliciously rich mac & cheese made even better (and a little lighter!) with 2 secret ingredients.

As much as I love a boxed mac and cheese (see my Healthified Boxed Mac and Cheese for reference!), there’s nothing like homemade. Am I right, here?

This recipe makes a delicious main course but I also like to serve it along side my Sous Vide Smoked Beef Brisket and Sous Vide and Smoked Pork Shoulder.

Nearly every mac and cheese recipe you will ever encounter starts with a roux, because it’s a great way to create a creamy, rich sauce! However, this version has no roux or flour. Gasp! But how is it cheesy and delicious, you ask? Two secret ingredients: cottage cheese and sour cream.

What You’ll Need to Make this Recipe

For ingredients, you won’t need too much!

  • Macaroni noodles, or any pasta shape you want. I just recommend sticking with a short pasta (in other words, no spaghetti noodles!)
  • Kosher salt, and lots of it. You’ll want plenty for salting the water you boil the noodles in and some for seasoning the pasta. I like Diamond Crystal.
  • Cheese! Buy a block and shred it yourself, the extra effort is worth it. I go for sharp cheddar.
  • Sour cream. You can use full fat or low fat, but, you guessed it: full fat will be richer.
  • Cottage cheese. See above regarding fat!
  • Milk. 1%, 2%, whole, whatever you have on hand is fine.
  • Ground mustard. I love adding this to mac and cheese, it adds such a nice tang. Don’t skip!
  • Garlic powder. Because garlic!
  • Freshly cracked black pepper, another essential mac and cheese ingredient in my eyes.
  • Butter, as part of the topping
  • Panko bread crumbs, for that crunch
  • Paprika – you could skip this if you want but I think the flavor with mac and cheese is really nice!
  • And finally, chopped green onion for color and mellow onion flavor
Ingredients for mac and cheese without flour on yellow surface

Here’s what you’ll need for equipment:

How to Make this Recipe Gluten Free

Since there’s no flour in this recipe, with just a few swaps you can really easily make it gluten free! Gluten free mac and cheese that is insanely tasty can be done.

First, swap the noodles for gluten free noodles. I love Banza chickpea noodles, but any will do!

Second, swap the Panko bread crumbs for gluten free breadcrumbs, which are becoming easier and easier to find.

That’s it! Your easy macaroni and cheese is now gluten free.

How to Make Mac and Cheese without a Roux

In many ways, this homemade macaroni and cheese is so much easier than traditional recipes, thanks to omitting the roux.

You’ll start by boiling your pasta of choice according to package directions to al dente. When you do this, you want the water to be salty, “salty like the sea”. Actually taste it! Since this mac n cheese will be baked, al dente pasta is super important for not-mushy-and-disgusting pasta.

While it’s boiling, shred the cheese. I like to use sharp cheddar cheese, but feel free to play with the cheeses! I’ve used a combination of gruyere & cheddar before and even extra sharp white cheddar and it’s been fabulous every time.

When the pasta is done, return it to the pot and add the spices, milk, cottage cheese, sour cream, and cheese to the pasta and stir it well to evenly distribute everything. I love the smell that happens right here. So sharp and delicious!

Then spread this mixture into the fabulous Rachael Ray Stoneware your husband’s mom got you for Christmas. Or you can just use any old glass baking dish. It’s okay, not everyone can have her in their lives.

Flourless mac and cheese ingredients mixed together in stockpot
No roux macaroni and cheese spread in baking dish before baking

What’s a baked mac and cheese without a crunchy topping? Melt some butter and combine it with Panko bread crumbs and paprika. Sprinkle it all over the top of the mac and cheese.

Ingredients for mac and cheese topping
Panko bread crumb topping for mac and cheese in bowl

Bake the mac and cheese at 350 degrees for about 30 minutes, or until melty and bubbly and the Panko crumbs are brown. If it doesn’t have the color you want, broil it for a minute or so.

No flour mac and cheese in yellow baking dish on pink surface

Top it off with chopped green onions and you’ve got yourself some delicious mac and cheese!

I love this dish because it’s a great new take on a classic comfort food, and it is oh so very creamy. It’s also super versatile- you can add bacon, different cheeses, veggies, whatever comes to mind!

Not Your Average Mac and Cheese from A Duck's Oven. Deliciously rich mac & cheese made even better (and a little lighter!) with 2 secret ingredients.

Make sure to check out the step by step web story for Not-Your-Average Mac and Cheese.

Tips for the Most Delicious Homemade Mac n Cheese

As tempting as it is, this mac and cheese will be way better if you shred the cheese yourself. Pre-shredded cheese often has add ins that help the shreds not stick to one another but make it less likely to melt well.

Shredding cheese using KitchenAid attachment

Always, always salt your water when you boil pasta (same goes for potatoes!). This will make sure your mac and cheese has plenty of flavor. And we like flavor.

As much as I like a classic, unadulterated mac and cheese every now and then, sometimes I wanna mix it up. Some of my favorite add ins include:

  • Bacon
  • Chorizo
  • Grilled chicken breast
  • Spinach
  • Chopped broccoli

Looking for other mac and cheese variations? I’ve got plenty!

Not Your Average Mac and Cheese from A Duck's Oven. Deliciously rich mac & cheese made even better (and a little lighter!) with 2 secret ingredients.
5 stars from 4 reviews

Get the Recipe:

Not-Your-Average Mac and Cheese (No Roux or Flour)

Prep Time: 20 minutes
Cook Time: 30 minutes
Total Time: 50 minutes
Yield: 6 Servings
Homemade macaroni and cheese has to be one of the most beloved foods, and we're changing up the classic a bit with this easy mac and cheese recipe. There's no roux and no flour! This recipe relies on plenty of shredded sharp cheddar, sour cream, cottage cheese, and milk with a crunchy breadcrumb topping for big, creamy flavor.

Ingredients
 

  • 8 oz dry macaroni noodles
  • Salt
  • 1 1/2 cups shredded sharp cheddar cheese
  • 1 cup sour cream
  • 1 cup cottage cheese
  • 1/2 cup milk
  • 1/2 tsp ground mustard
  • 1/2 tsp garlic powder
  • 1/2 tsp salt
  • 1/4 tsp ground black pepper
  • 1/4 cup butter, melted
  • 1/4 cup Panko bread crumbs
  • 1/4 tsp paprika
  • 1 tbsp chopped green onion

Instructions
 

  • Preheat oven to 350 degrees.
  • Cook pasta according to package directions for al dente pasta in salted water. The water should taste "salty like the sea". Drain and return to the pot.
  • Add the shredded cheddar cheese, sour cream, cottage cheese, milk, ground mustard, garlic, 1/2 tsp salt, and pepper and stir until well combined.
  • Lightly grease a 9×13 inch baking dish with cooking spray. Spread the mac and cheese mixture into the dish.
  • Combine the melted butter, bread crumbs, and paprika and sprinkle evenly over the mac and cheese. Bake for 30 minutes, until mixture is bubbly and melty and the bread crumbs are browned. Broil for 30 seconds to give color if needed.
  • Top with chopped green onions and serve.

Notes

As tempting as it is to take the easy way out, this mac and cheese will be way better if you shred the cheese yourself. Pre-shredded cheese often has add ins that help the shreds not stick to one another but make it less likely to melt well.
Some of my favorite add ins include:
  • Bacon
  • Chorizo
  • Grilled chicken breast
  • Spinach
  • Chopped broccoli
Cuisine: American
Course: Dinner
Author: Chelsea Cole
Serving: 6g, Calories: 455kcal, Carbohydrates: 34g, Protein: 18g, Fat: 28g, Saturated Fat: 16g, Polyunsaturated Fat: 1g, Monounsaturated Fat: 7g, Trans Fat: 1g, Cholesterol: 78mg, Sodium: 624mg, Potassium: 245mg, Fiber: 1g, Sugar: 4g, Vitamin A: 857IU, Vitamin C: 1mg, Calcium: 315mg, Iron: 1mg
Did you make this recipe?Mention @aducksoven on Instagram or tag #aducksoven.