One of the most intimidating things about homemade macaroni and cheese is making the roux! Fear not! You won’t need to make a roux (a mixture of flour of butter to thicken the sauce) to have thick, and delicious macaroni and cheese. This one Pot Creamy Macaroni and Cheese will become a go to on your menu. Kids and adults alike will love this one.
Be sure to read my notes in the recipe on this one. Although this is a macaroni and cheese with no roux, it does require measuring to make the magic work. The starch from the noodles and good ratio of milk and water create a thickener. If you don’t follow the recipe exactly, you could end up with gritty sauce or too much liquid.
How do you make creamy macaroni and cheese without a roux?
This one pot creamy macaroni and cheese doesn’t need a roux because the noodles cook in a mixture of water and milk. The noodles cook by soaking up the liquids and leaving starch in the pot. The starch acts as a natural thickener so when you stir the cheese in and it melts you’re left with a very creamy sauce without the need to thicken it using a roux. It’s genius really. I have a Copycat Panera Shells and Cheese recipe on the blog now, but this recipe makes things even easier. Especially if roux based sauces and gravies are intimidating to you. Especially if you hate lots of dishes 😉
If you make this recipe please take a picture and tag me on Instagram @freshfitkitchen. I’d also love for you to rate the recipe below!

One Pot Creamy Macaroni and Cheese
Ingredients
- 12 ounces Rotini Pasta
- 2 cups 2% Milk
- 2 cups water
- 1 tbsp. Butter
- 1.5 tsp. Salt
- 1/2 tsp. Course Ground Black Pepper
- 1 cups Shredded Gouda Cheese Freshly shredded is best. Preshredded cheese has stabilizers which will effect texture.
- 1/2 cup Colby Jack Cheese Freshly shredded is best. Preshredded cheese has stabilizers which will effect texture.
Instructions
- Pour 12 ounces of pasta, milk, water, salt, pepper and butter into a sauce pan. Bring to a low simmer. Do not boil. The mixture should be at a slow bubble.
- Allow the mixture to cook for about 10 minutes until the liquid is almost absorbed and the pasta has just a little bite left to it. You don't want it to be over cooked.
- Move the pasta off of the heat and stir in the cheese. Season with more salt and pepper to taste. You'll notice from the pictures I love tons of black pepper in my cheese sauce. Add a little more milk 2 tbsp. at a time if you need to thin it out as this mixture will thicken as it sets.
Francesco Gatti
Friday 8th of November 2019
Macaroni and cheese, it’s my all-time favorite recipe. And it's looking so much delicious with lots of cheese and creamy texture. Those points and notes you have mentioned in this article are very useful. Thank you so much for this lovely recipe.
Krysten
Friday 8th of November 2019
You're welcome! :) Hope you love it!