No-Boil Homemade Macaroni and Cheese
No Boil Homemade Macaroni and Cheese! The easiest, creamiest homemade macaroni and cheese ever. No boiling the noodles first and it is made all in one pan!
AN EASY HOMEMADE MAC AND CHEESE
Is there anything more comforting than mac and cheese? I have been making this recipe for years now and it is one of our favorites. You get perfectly cooked noodles and gooey, melted cheese and it all cooks in one baking dish!

TIPS FOR MAKING MACARONI AND CHEESE:
A whole 16 ounce block of Velveeta is being pictured here. You’re only going to use half of that block (8 ounce) Also, I have had readers tell me that they have used half milk and half chicken broth for the liquid and it turns out great! Did you know you can make your own Homemade Velveeta!
YOU DO NOT BOIL THE NOODLES BEFOREHAND
The key to this recipe for No Boil Homemade Macaroni and Cheese? You aren’t going to boil the macaroni beforehand. Did you copy that? Do not boil the macaroni beforehand. This is going to not only save you time, but you aren’t gonna have to also wash up a pot, strainer and bowls too!

INGREDIENTS NEEDED: (SEE RECIPE CARD BELOW FOR THE FULL RECIPE)
- milk (2 % or higher)
- salt
- mustard powder
- salted butter
- elbow macaroni
- Velveeta
- shredded cheddar cheese

HOW TO MAKE HOMEMADE NO-BOIL MACARONI AND CHEESE:
Preheat oven to 350f degrees. Spray a 9×13 baking dish with nonstick cooking spray. In the bottom of your baking dish (or in a separate bowl), mix together milk with salt, dry mustard powder. Pour in uncooked macaroni (spread it out evenly).

Then add slices of Velveeta and one cup shredded cheese into baking dish making sure to distribute it evenly. Top evenly with slices of butter (pushing them a bit under the milk).

Cover with aluminium foil. Bake for about 50-60 minutes (until macaroni is cooked and most of the liquid has been absorbed). Oven times vary so check it around the 40 minute mark. Take it out of the oven, remove foil, and top with another cup (or so) of shredded cheddar cheese.

Put it back in the oven (uncovered) for another 10-15 minutes (until cheese is melted.)

CRAVING MORE RECIPES?
- Crock Pot Mac and Cheese
- White Cheddar Mac and Cheese
- Instant Pot Sausage Mac and Cheese
- Instant Pot Macaroni and Cheese
- Taco Mac and Cheese
- Easy Cheesy Macaroni Skillet
- Butter Swim Biscuits
- KFC Mac and Cheese
- Crock Pot Ham Mac and Cheese
- Thanksgiving Recipe Roundup
Originally published: January 2012
Updated photos and republished: October 2019
No-Boil Macaroni and Cheese (+Video)
Ingredients
- 4 cups milk (2% or higher)
- 1 teaspoon table salt
- 1 teaspoon dry mustard powder
- 2 cups macaroni, uncooked
- 8 ounces Velveeta cheese, sliced into 1/2-inch thickness (1/2 block)
- 2 cups shredded cheddar cheese (divided use)
- 4 Tablespoons salted butter, sliced into 1/2-inch thickness
Instructions
- Preheat oven to 350F degrees. Spray a 9×13-inch baking dish with nonstick cooking spray.
- In the bottom of your baking dish, mix together 4 cups milk with 1 teaspoon table salt and 1 teaspoon dry mustard powder.

- Pour in 2 cups macaroni, uncooked and spread it out evenly.

- Then add 8 ounces Velveeta cheese, sliced into 1/2-inch thickness and HALF of the 2 cups shredded cheddar cheese into baking dish making sure to distribute it evenly.

- Top with 4 Tablespoons salted butter, sliced into 1/2-inch thickness (pushing them down a bit under the milk.)

- Cover with aluminum foil and bake for about 50-60 minutes (until macaroni is cooked and most of the liquid has been absorbed). Oven times vary so check it around the 40 minute mark.

- Take it out of the oven, remove foil, and top with the remaining shredded cheddar cheese (Note: you can add more cheese if you prefer.)
- Put it back in the oven (uncovered) for another 10-15 minutes (until cheese is melted.)

Video

Notes
- I have not tried this with milk alternatives so I can’t tell you how that would turn out. I do not recommend low fat or skim milk as it is too watery and may not turn out properly.
- Use as little or as much cheese as your enjoy.
- Other pasta shapes can be used as long as they are about the same size as elbow noodles.
Nutrition
Nutritional Disclaimer
“The Country Cook” is not a dietician or nutritionist, and any nutritional information shared is an estimate. If calorie count and other nutritional values are important to you, we recommend running the ingredients through whichever online nutritional calculator you prefer. Calories and other nutritional values can vary quite a bit depending on which brands were used.












Have made it before and before it came out of the oven it was soupy.
But after cooking and sitting it was perfect!
Can Heavy Cream be used instead of milk?
Can you put this together the night before?
I don’t see why not. You might need a few extra minutes cook time since you’re starting from cold
Does this reheat well?
It’s like any other Mac and cheese recipe when it comes to reheating 🙂
The recipe states to use 8 oz or half block of Velveeta. A block of Velveeta is 32 oz, so how much to use?
What block are you looking at? lol I’ve not seen one that large. Please have a look at my ingredient photo so you know what to look for 🙂 this recipe calls for 8 ounces no matter what size block you get
Best macaroni and cheese I’ve ever had! I put some panko on top the last few minutes, so good!
Made this just to make sure it would turn out good for Thanksgiving. You always should test stuff out BEFORE the big day because no one wants to be the one that ruined Turkey day because they didn’t know what they were doing & messed up LOL! This was great! Followed your directions exactly. Delicious & will definitely make again!
I’d love to try this. Would I use a 9x 13 baking dish if I cut the recipe down for 6? It’ll be half the recipe…tia
Are you saying you want to cut it in half? If you cut it in half then you’d want to use 9×9-inch baking dish
Okay I probably shouldn’t post because I was out of most of the ingredients.. but I have this cooking right now and I am SO excited. My toddler is sick so I only had 10 minutes to throw something together and used your recipe as a guideline for amounts and temps. I added rotisserie chicken and broccoli. I didn’t have cheddar or velvets so I used a Mexican white cheese I had and put a stick of cream cheese in the middle I’ll mix in after. Small taste test so far was incredible. Still cooking tho… I can’t wait to get all the ingredients to try your recipe the right way! Thanks!
I’ve been making your “original” no-boil mac n cheese for years and it’s always a crowd pleaser. My granddaughter is a lover of bacon bits. What about putting some in the mac n cheese?
You can never go wrong with adding bacon – ha!! Thank you so much Cheryl! That means the world to hear!
I really did not think this would work but it turned out SO good!! May new favorite way to make Mac and cheese – thank you!!
Great recipe!! I used it as a starting-point for my own tweaks, adding hot sauce & a breadcrumb topping. Loved this!
Love hearing that Anne! So happy it was a hit!
I was honestly surprised that this turned out so good! Very impressed! I took it for a church function and came home with an empty pan LOL
This is how my mom used to make mac and cheese, but she never measured! So, thanks for the proportions.
This is my go-to macaroni and cheese recipe. I make it in giant baking dishes now because I can show up with 5 pans of this and it all gets eaten! LOL
Hi, Brandie!
This was a perfect no-fuss recipe for my after-work, all-done-in self. It was great! My sweetie was raised on homemade mac & cheese at least once a week and was a happy boy. This recipe is a keeper! Thanks!
I made this for a neighborhood block party. I doubled recipe and put in a roaster pan and it was a huge hit. Completely gone in no time! I’m planning to add this to my Thanksgiving table. Honestly the best Mac n cheese recipe I’ve made. Thank you!!
Hi Brandie, cant wait to try this recipe, was wondering if it’s possible to add a bread crumb topping? Instead of adding more cheese at the end.
Of course! I’m personally not a fan of bread crumb toppings but you can certainly do it!
Hi there. I have just put the pan in the oven and I came across this comment. I didn’t see where the recipe says to stir it during cooking.
Is it before adding the cheese topping or throughout cooking?
how long did you cook the double portion?
Can this be made in a large roaster by multiplying the recipe
Honestly I’ve never tried it
Have you heard of people using gluten-free pasta for this? Like a brown rice pasta or Banza (chickpea pasta)?
Hi Cherilyn! I really don’t think most gluten free pasta will hold up to this. It just too easily turns into mush. I think they’re getting better with gluten free pasta so hopefully we’ll have something soon that really is better at holding up in something like this 🙂
Have You ever made this in the crock pot?
Not this particular recipe no. I do have a crock pot Mac and cheese recipe though: https://www.thecountrycook.net/slow-cooker-macaroni-and-cheese/
This was the BEST mac and cheese I have ever had(sorry grandma). I cut the recipe in half since I was only making it for 2 people, and the only thing I did differently with the recipe is use half and half for half of the milk. So creamy and delicious, thank you!
I swear I won’t say a word to Grandma LOL – thank you Sarah!
It turned out so good! I didn’t have Velveeta, so I used 8 Oz of slice cheddar and 1 cup grated. It was plenty cheesy. Don’t forget the butter!
Thanks so very much Erin!!
This is sooooo good! I have given to several friends and they’ve given to theirs! Thank you very much for the recepie
Thanks so very much Mary!! I so appreciate it when someone takes the time to comment on a recipe – it makes my day to hear when someone really enjoys a recipe!
I’ve probably made your recipe about 100 times (no joke) over the last 7 years or so! Just wanted to say thank you for making so many of our family events a hit!!! It’s such an easy quick recipe and delicious. Thank you!!! I’m curious, do you think it would work with more cheese in place of velveeta?
LOL – I love this!! Yay!! This makes me so happy to hear! The Velveeta adds the creaminess but you can certainly add a bit more cheese and a little less Velveeta
Making it again… 2nd time this week, best baked mac & cheese!!! Yummy and easy…Thanks~
Woo hoo! Absolutely makes my day!! Thank you, thank you!!
Normally I make Mac and cheese and go through all the trouble of making a roux and boiling the noodles, etc. I am the official Mac and cheese maker for the holidays. Well, let me tell you! I made this and people absolutely rave!!! They had zero idea of how it was made but they all wanted to know what I did to make my Mac and cheese even better. LOL – thank you for making the holidays so much easier on me!
I can’t believe how long this recipe has been out and I am just seeing it in 2021 lol. I am making this with dinner tonight to go with my meatloaf and roasted Brussels. We are not fans of Velveeta so I got some sharp, cheddar, Gruyere and Parmigiano-Reggiano. I will let you know how it turns out. This is what I would call “Easy Peasey Macaroni and Cheesy. Thanks again Brandie!
I took a suggestion from one of the reviewers and used half heavy cream and whole milk. I didn’t get a chance to try it because I fell ill while making dinner so I instructed my husband on what to do since it was in the oven. He said, and this is a direct quote “OMG! It was so good! I smashed last night. You can DEFINITELY make that again” so I get to try it rewarmed tonight. I made it in my new enameled cast iron Dutch oven and the bottom had a crust for everyone that likes the crusty Mac and cheese. Adding this to my recipe arsenal.
I just have to come and comment again. This is seriously the BEST! I use milk and whipping cream equally. I tripled it for a party and added bacon, jalapeños, and topped with Panko. Everyone raved about it. This will always be my go to recipe to bring to parties and make for side dishes on regular dinners.
This makes me so happy – you have no idea! It really means a lot that you would take the time to come back! Thank you!!
Used Barilla Gluten Free elbow macaroni and Almond milk! It was well loved by all my family!
Thank you so much Celia! I am so glad you commented because people are always asking about substitutions like the ones you made so I really appreciate you taking the time to come back and comment!
If I want to use Cavatappi pasta, how much should be used for this receipe?
I would say 1:1 exchange. I was planning on using rotini because that’s what I have on hand.
Can I prep this the day before?
What a great surprise!! Perfect just the way it was written! Bravo! Loved it!
I had 1% milk so i only used 3 1/4 cup and stirred it at the 40 minute mark and then let it cook for another 30 min covered. This was so good. The whole pan was gone in one night
I need to triple this recipe for a big Fourth of July BBQ. Could I cook it in one of those big foil pans that you can buy in the store so I don’t have to bring three separate glass trays to the party?
Hi Tara, you could. Just make sure you put something underneath the pan to keep it supported because it will be very heavy. Also, the cooking time will obviously have to be increased so you’ll have to play that by ear. Just give yourself plenty of time to cook it. 🙂
I feel like this is a no fail, perfect, easy, and delicious recipe! I have been searching for YEARS for an easy good homemade Mac and Cheese and thanks to you I finally found it! I’ve made it twice this week already. I added a bit more noodles and a bit more milk and it turned out awesome. This second time I didn’t have quite enough milk for a little extra so I added half and half and I think it made it even better! It reheats perfectly too. My husband said it was delicious 4 days after I made it! I will be making this for years to come! Thank you!
I don’t have the dried mustard, do I need to use something in place of that or can I leave it out?
HI Valarie, you can just leave it out. 🙂
Yum! EASY!!! I put the butter in the pan & set it in the oven while it heated up to melt it. I also added onion to the mixture. Adds a nice smoky flavor… This is DEFINITELY a keeper!!!
Love that idea Missi!! Thanks so much!
I love anything that doesn’t require a roux. I will try this one, but cut it in half for just myself!
Hope you love this one Dana!
Can I mix this the night before and then cook the next morning?
You should be able to do that.
2 can you use part milk and part heavy cream to make it thicker and creamier?
Made this the other night..so easy and delicious..you must add a small sliced onion scattered and a glob of regular mustard (not dried) ..I did half a recipe and it was plenty for 2+ leftovers. Just use smaller casserole dish..Sprinkle top with seasoned bread crumbs about 5 minutes before being done. Yummy!
Wow! This was amazing! I can’t believe it actually worked!
Hi, I currently only have almond milk. Could I still use that ? Worried that might make it too thin, perhaps I should use a little less than the recipe calls for ? Thanks!
PS I typically make this recipe as you listed and I’ve made it probably 50 times, family loves it !! Thank you! !!
This is an easy Mac and cheese recipe but I can’t keep
It from curdling. It doesn’t hurt the taste but I don’t like seeing the curdles. Any suggestions?
Hey Jill ,it’s supposed to do that. Traditional macaroni and cheese uses eggs. This is mimicking that texture without adding the additional eggs.
I am always requested to make the mac&cheese. I love this recipe, it is my go to for all my family dinners. Thank you for making a delicious but easy recipe!
Love this! when reading the recipe you say to melt butter and then add (which immediately solidifies bc its warm and the milk is cold) but in the directions at the bottom it says to put butter slices on top and push under milk a bit. I’ve done it both ways and it’s good, just wondered how you normally do it?? I triple this and it fills a deep, full disposable pan. And easily feeds 25-30 ppl. Make quite often for groups at church and every family function! Thanks for a very simple, wonderful recipe!
I had a counselor recently at my hockey camp tell me he hates all homemade mac-n-cheese because it has no flavor, but that he tried this and loved it. I quadruple the recipe and that makes a 1/2 deep pan but it comes out great every time!!! Sometimes I even make 6 pans like this when there are 100+ eating!
could you tell me how much of each ingredients you used. I am cooking for a 100 people
If the recipe as it is serves 6- 8 people as a side dish rather than the main course, you would multiply the ingredients according to the number of people you will be serving. I am just assuming that it serve at least 6 people based on the amount of ingredients per pan size (13×9). Otherwise I would say make a batch according to the directions and go from there.
How long do you cook this for when you quadruple it?
Hi Samantha, I haven’t tested it by quadrupling it. I am sorry! You may just need to play that one by ear and keep an eye on it. 🙂
I use this recipe all the time! My family and friends love it! Makes a great dish to take to my friend after her surgery. I don’t use the Velveeta block cheese Though, I use the Velveeta shreds instead.
This is hands down my favorite recipe! It’s yummy and throws together very quickly. Everyone I’ve made it for raves about it and loves the fact you don’t have to cook the noodles first.
Would you be able to make this in the crockpot
Hi Carrie – I have a crock pot version linked above. Here it is again 🙂 https://www.thecountrycook.net/slow-cooker-macaroni-and-cheese/
Made it exactly to the recipe and didn’t change a thing. Perfect!