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!
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?
Originally published: January 2012
Updated and republished: October 2019
No-Boil Macaroni and Cheese
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 can vary quite a bit depending on which brands were used.
Can I use whole grain elbow pasta for this recipe?
No foil should be ok. I too have gone to grab the foil and realized there was none to be had. Just keep an eye on it towards the end of the cook time so that it is not to burn.
Can I make this without covering with foil? Just realized I don't have any. ..no back up plan for dinner so i have to make it as planned. .. hoping that it's the increased liquid not the steam that makes the noodles cook
This is my favorite mac n cheese recipe. It has made me the official mac n cheese maker of my family and friends. Its so easy and delicious. I've never used the Velveeta, I usually buy the macaroni and cheese blend or 4 cheeses and it is always a hit no matter which cheese I use. Thanks for an awesome recipe!
This is my go to "pot luck" dish. I made this for a girls soccer pasta night. Everyweek, after that the team wanted me to make the Mac and Cheese! I'm now the mac and cheese mom!
Thanks for a great tasting and simple recipie
We just tried this. Super easy and super tasty! It took quite a bit longer in my oven than the recipe states but really good. I felt a little weird buying Velveta…cuz it's hardly food and we try to do a lot of organic and such, but I know it makes a creamy difference. Super high in fat, calories and flavor! I love recipes where you don't have to cook the sauce separate and the pasta separate and dirty up every dish you have in the house just to get it into that "one dish meal" phase. I have a crock pot lasagna that we make that doesn't cook the noodles first and I'm a fan!
I know I'm a little late to the party but…..I was looking for a Mac & Cheese recipe for a pot luck at work. I looked thru dozens of different recipes and then I came across this one. It looked quick and easy and cheesy, I especially liked the part about not precooking the noodles. I must admit I was a little terrified at the prospect of having this dish taste very "starchy from the noodles cooking as they baked. I am pleased to say it turned out delicious, my husband asked why didn't I make one for home…..lol
Thank you so very much for a wonderful and EASY mac & cheese recipe!
Absolute favorite of everyone I've ever made it for! Biggest plus is no precooking the noodles!!
This looks great, looking forward to making it…..and to the person who mentioned re-heating Mac &Cheese in the microwave, you need to add some milk to it also,otherwise it will be dry…I do this all the time and it warms up perfect……..
Made this today for our Sunday football day. It all got eaten!! Delicious. So easy, so good. No clumps, yay!! My friend nicknamed it "crack-a-roni". Thanks for the recipe.
Made this for a party this weekend and it was amazing!! Multiplied recipe times three and we had plenty for about 30 people, with about 1/3 of a pan left over- it was delicious and several people raved about how it was the best they'd had- and we're in the south, where we know mac n cheese! Thanks for an excellent recipe!
I love to eat, therefore I love to cook! I tried this recipe last night and it turned out wonderfully. Compared to other mac and cheese recipes I've tried, this one was a breeze. Simple preparation and most perhaps the most important thing, it was delicious!
Wondering how this play out with cream of chicken/mushroom & or sourcream. Maybe a touch of ranch & crumbled potato chips……oh the possibilities are endless. Love this dish on every level! Thanks for sharing.
I have tried so many different Mac n cheese recipes that now my family just cringes when I say I am trying a new recipe. Growing up, I despised Velveeta cheese so I was leery. Thankfully, a comment was made that they just substituted regular shredded cheese for the Velveeta and that's what I did. I believe I subbed in 2 cups for the Velveeta. This recipe is the best! The family approved! I am excited that I no longer need to locate a good recipe. In fact, the next time I make it, imam going to add some asparagus or broccoli or possibly ham! Thank you, thank you!
I made this a couple of weeks ago and OMG it was great!! I must admit though, I almost threw it in the trash. When I opened the oven after about 45 minutes, it looked a mess. It looked curdled and the Velveeta was not melted. My daughter convinced me to go ahead and put the cheese on top and continue cooking. I'm glad I did because that was the best mac and cheese ever. This is now my go to mac and cheese recipe! Thanks for sharing!
Brandie, I just had to let you know that I took this recipe and quadrupled it to make it for Wednesday supper for our Team Kids bible study. I threw in some ham and served it with green beans. Boy, it was a huge hit with everyone. The kids were running back to get seconds. We did have some left over, but we froze it and thawed it out a few weeks later. It was a side offering, and the kids were equally as excited about it then. It was so easy and such a hit that I'm making it again this week 🙂 Thanks so much!!!
Anonymous, great tips on freezing! Kathy, your comment made me giggle!! Love it!!
Absolutely loved this! My husband said he fell in love with me all over again after I made this for him. Thank you for sharing your great recipes!
I haven't read through ALL the comments, but I want to add some input. I made this, we loved it and we had lots leftover. I froze 2 packages of it for more dinners. When you reheat it, be sure to do it in the oven – the microwave will just separate all of the fat from the cheese. A 300 degree oven for 30-45 minutes (if unfrozen) works really well.
I wonder if this could be made in a Crockpot? It would be nice to mix it and leave it!
I made this in the oven first then transported and served in a crockpot
Here is her crock pot version. https://www.thecountrycook.net/slow-cooker-macaroni-and-cheese/
I made this recipe about 3 weeks ago when my family came over for dinner..there were 20 of us and all went crazy over this mac and cheese. I will definitely be making this again soon!
Going to make this for super bowl 14 and going to use the dreamfields pasta. Chili dogs are on the menu too! yum!
yummy
Thank you so much for this recipe. I pinned it a while ago, but just got around to making it. Other than needing about 20 minutes longer on my cook time this recipe was perfect. Best mac n cheese recipe I've ever made and it couldn't be easier. Already forwarded it to all the cooks in my family. Thanks again~Stephanie
If anyone has tried this in the crockpot please share, I'd love to know if this works for potlucks!