This no-roux, no-egg baked mac and cheese is ultra-creamy, easy to prepare, and perfect for holidays, weeknights, or potlucks. Just pasta, cheese, milk, and seasonings—no custard base required.
1 lb elbow macaroni (or shells)
3 cups shredded cheese (cheddar, mozzarella, Parmesan combo)
1¾ cups whole milk or 1 cup milk + ¾ cup heavy cream
2 tbsp melted butter
½ tsp garlic powder
½ tsp mustard powder
½ tsp paprika
Salt and pepper to taste
Optional: ½ cup panko + 1 tbsp melted butter for topping
Preheat oven to 375°F (190°C). Cook pasta 1 minute shy of al dente, then drain.
In a large bowl, combine hot pasta, melted butter, seasonings, milk, and 2½ cups cheese. Mix well.
Transfer to a greased 9×13-inch baking dish. Top with remaining cheese.
(Optional) Mix breadcrumbs with butter and sprinkle on top.
Bake 25–30 minutes until bubbly and golden. Broil 2 minutes for a crisp top.
Rest 5 minutes before serving.
Use freshly shredded cheese for the best melt.
For extra creaminess, stir in 2 tbsp cream cheese.
Easily made gluten-free with GF pasta and panko.