Tarabelle’s Mac and Cheese Recipe– No Milk

This mac and cheese recipe with no milk is so smooth and creamy…you’ll never guess it’s missing the milk.

Tarabelle's Mac and Cheese

Creamy, cheesy, delicious!

Do you ever want to make a mac and cheese recipe but have no milk left?  Well here’s a fabulous, creamy, delicious mac and cheese recipe with no milk!

Tarabelle’s Mac and Cheese with No Milk Recipe

Now, I can’t take credit for this yummy recipe on my own…my best friend, the Tarabelle (I can’t believe we’ve been friends for almost 2 decades!  Holy cow that makes me feel old now!)  Anyway, the Tarabelle is one of those friends that you don’t see for years and once you get together it’s like a day hasn’t passed!

Anyway, one day the Tarabelle decided she wanted to make mac and cheese for dinner but didn’t realize she had no milk left….oops.  So she brilliantly came up with this fantastic substitute– that I’ve started using even when I do have milk.  When I have the time I always make my Ultimate Crock Pot Mac and Cheese because you can’t get cheesy goodness any better than that– but when I’m wanting to make a quick mac and cheese side this is the route I go everytime–it’s the PERFECT last minute side dish!

5.0 from 3 reviews
Tarabelle's Mac and Cheese Recipe With No Milk
Prep time
Cook time
Total time
Creamy mac and cheese recipe with no milk.
Recipe type: Side Dish
Cuisine: American
Serves: 4
  • 2 cups elbow macaroni
  • 3 cups water
  • 1 TBS butter
  • 2 cups shredded cheese
  • 8oz package of cream cheese
  1. Cook the macaroni in water until done.
  2. Drain macaroni and set to the side.
  3. Melt butter in sauce pan.
  4. Add cream cheese and cook low till melted- be careful not to burn.
  5. Add in shredded cheese and macaroni.
  6. Stir vigorously until all cheese is melted together and well mixed.
  7. You can either serve now or for additional cheesiness- pour macaroni into a baking dish.
  8. Sprinkle with shredded cheese.
  9. Bake in over for 15 minutes.
  10. Serve gooey!!!

mac and cheese



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  1. Jonathan says

    Great! I sautéed mushrooms, chopped asparagus, diced onions and minced garlic with an additional tbs of butter, seasoned with garlic powder, ground black pepper, and chili powder. Turned out great and my toddlers are eating their hidden veggies!! Thanks

  2. Katrina says

    I just made this for dinner tonight and it is delicious!! But, I used Rotini pasta and added broccoli. Thank you for sharing such an amazing recipe! I’ll definitely be making this again for the holidays! 🙂

  3. Aishah says

    I had no milk and did not want to use flour in my dish. I found your recipe and it was amazing!!! Great cheesy cheesy flavor! My whole family loved it. Thank -you Thank-you!!!

  4. Anna W. says

    You seriously saved me with this recipe! I’m was of milk (except for almond milk) with a husband is craving mac and cheese. This recipe was delicious and easy. I love your blog! Keep it coming!

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