Creamy one pan mac and cheese recipe without flour is topped with seasoned Parmesan panko for the most decadent macaroni and cheese ever. And it's a super fast and easy recipe -- no need to boil the macaroni or make a roux!
Heat oven to 375. Grease a large baking dish with cooking spray. The pan I use is 3.75 quart, 9.5 x 15.5. You’ll want something with plenty of room for stirring.
Place the Velveeta in the center of the prepared baking dish.
Pour the pasta around the Velveeta.
Pour the heavy whipping cream and broth over the pasta.
Sprinkle the onion powder, garlic powder, dry mustard, nutmeg, cayenne pepper, salt, and black pepper over the cream/broth mixture. Stir the seasonings around so they mix in with the liquid.
Place the shredded cheese over the liquid mixture.
Tightly cover the dish with aluminum foil and bake for 50 minutes.
While it’s baking, melt butter and mix the breadcrumb topping ingredients together.
Remove the pan from the oven. Stir the melted cheese, cream, and pasta together until blends together into a uniform sauce. The mixture will be really loose and soupy, but you'll notice it thicken as you stir. Evenly sprinkle the bread crumbs over the top of the macaroni and cheese.
Bake uncovered for another 15-20 minutes or until the bread crumbs are golden brown and the dish is bubbling around the edges.
REALLY IMPORTANT: Let the mac and cheese rest for 10 minutes. If you dig in right away, it will be too runny, not to mention, crazy hot.
Store leftover macaroni and cheese tightly covered in the refrigerator for 3-5 days. You can also freeze it in an airtight container for up to three months.
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Notes
Use freshly shredded cheese if possible. It melts much creamier than pre-shredded cheese.Cover the dish with foil during baking.Covering the dish keeps the moisture trapped inside so the pasta cooks and the mac and cheese stays creamy — not dry. Let the mac and cheese rest. Right out of the oven, it's hot as all get-out and a little loose. Let it rest to let the cheese sauce set. The longer it rests, the more the pasta will absorb the sauce.