Extra Creamy Tuna Noodle Casserole (No Canned Soup)
This tuna noodle casserole skips the canned soup and builds its own velvety sauce from a handful of pantry staples instead.

It’s the same bubbly, cozy dish you remember, with a from-scratch cream sauce that tastes brighter and cheesier than the original.
What Makes This Casserole So Good
The sauce is the reason I keep making this one. Whole milk, butter, and sharp cheddar melt into a coating that’s silky without being heavy, and a quick sauté of mushrooms and onion gives it a savory depth no can of soup can match.
It comes together while the noodles cook, so the whole thing is ready for the oven in about 20 minutes of hands-on time. On a busy weeknight, that’s exactly what I want.
Ingredients

- 6 oz dried egg noodles: wide or extra-wide work best
- 3 tbsp unsalted butter: plus 2 tbsp for the topping
- 1 small yellow onion: diced
- 8 oz cremini mushrooms: sliced
- 2 cloves garlic: minced
- ¼ cup all-purpose flour
- 2 cups whole milk
- 1 cup shredded sharp cheddar cheese: from a block, not pre-shredded
- ½ tsp salt
- 2 (5 oz) cans solid white tuna in water: drained well
- 1 cup frozen peas: no need to thaw
- ½ cup panko breadcrumbs
Variations / Substitutions
- Swap the tuna: use two cans of salmon or 1½ cups shredded cooked chicken instead.
- Lighter sauce: replace half the milk with chicken broth for a looser texture.
- Fresh veggies: trade the peas for lightly steamed broccoli florets or sautéed celery.
- Dairy-free: use oat milk, vegan butter, and a good melting vegan cheddar; the sauce will be a little thinner.
Custard Cream Biscuits go great with this soup for soaking up every last bite.
How To Make Tuna Noodle Casserole Without Cream Soup
Step 1: Sauté the Mushrooms and Aromatics

Preheat your oven to 375°F (190°C). Melt 3 tablespoons of butter in a large skillet over medium heat. Add the diced onion and sliced mushrooms, and cook, stirring every minute or so, for about 5 minutes, until the onions go soft and the mushrooms release their liquid.
You’ll smell the mushrooms turning earthy and the onions becoming sweet. Stir in the minced garlic and let it go for 30 seconds more, just until fragrant.
Step 2: Whisk Up the Cream Sauce

Sprinkle the ¼ cup flour over the mushroom mixture and stir constantly for 1 full minute to cook off the raw flour taste. Slowly pour in the 2 cups of whole milk while whisking, and keep stirring as the sauce comes to a gentle simmer.
After 3 to 4 minutes, the sauce will thicken enough to coat the back of a spoon. Pull the pan off the heat, then stir in the 1 cup shredded cheddar and ½ teaspoon salt until the cheese melts completely. The sauce will be smooth and thick, not soupy.
Step 3: Fold in the Noodles and Tuna

While the sauce comes together, boil the egg noodles in salted water until just al dente, about 1 minute less than the package time so they don’t turn mushy in the oven. Drain them well, then add the noodles to the cheese sauce along with the drained tuna and 1 cup frozen peas.
Gently fold everything together for about a minute, making sure every noodle is coated. The mixture should look creamy and hold together, not look wet or puddled.
Step 4: Assemble and Top the Casserole

Scoop the whole mixture into a 9×13-inch baking dish and spread it into an even layer. In a small bowl, toss the ½ cup panko with 2 tablespoons of melted butter until the crumbs are evenly moistened, then scatter them over the top.
Slide the dish straight into your preheated 375°F oven. This whole step takes maybe a minute, and the buttered panko will start to crisp the moment it hits the heat.
Step 5: Bake Until Golden and Bubbly

Bake for 20 to 25 minutes, until the sauce is bubbling around the edges and the breadcrumbs are deep golden. Let the casserole rest for 5 minutes out of the oven so it sets up a little and doesn’t slide apart when you scoop it.
Spoon it onto plates and serve hot, and that golden crust will crackle as you break into it.
A Few Tips for the Creamiest Casserole
- A teaspoon of Dijon mustard stirred in with the cheese brightens the whole sauce without making it taste mustardy.
- If you’re short on time, use frozen diced onion and pre-sliced mushrooms. The texture will be a shade softer, but the flavor is still solid.
- The sauce thickens a lot as it cools, so pull it off the heat right when it coats a spoon. If you cook it until it’s as thick as pudding, the casserole will feel heavy.
Bake times by dish size:
| Dish Size | Bake Time (approx.) |
|---|---|
| 9×13-inch | 20 to 25 minutes |
| 8×8-inch (thicker) | 25 to 30 minutes |
| Individual ramekins | 15 to 18 minutes |
Storing Leftovers
- Refrigerate: store any leftovers in an airtight container for up to 4 days. The breadcrumb topping will soften, but the flavor stays great.
- Reheating: warm individual portions in the microwave, or cover the whole dish with foil and reheat at 350°F for 15 minutes to bring back some of the crispness on top.
What To Serve With Tuna Noodle Casserole
A simple green salad with a lemon vinaigrette cuts through the richness of the cheese sauce and makes the meal feel complete. Roasted broccoli or steamed green beans with a squeeze of lemon work just as well. You want something with a little brightness or a crisp, fresh crunch to balance the creamy casserole.
Frequently Asked Questions
Can I use cream of mushroom soup if I don’t want to make the sauce?
You could, but the whole point is to skip canned soup. If you’re really stuck, use one can of cream of mushroom soup and reduce the milk to ½ cup, then stir in the cheese as directed. The flavor won’t be as fresh, but it will work.
Why did my sauce turn grainy?
That usually happens when the cheese gets too hot or separates. Use freshly shredded cheese from a block and pull the pan off the heat before stirring it in. Pre-shredded cheese often contains starch that can make the sauce grainy.
Can I make this gluten-free?
Yes. Swap in a gluten-free all-purpose flour blend for the roux and use gluten-free pasta and plain gluten-free breadcrumbs. The sauce thickens similarly.
My breadcrumbs aren’t crispy, what went wrong?
Make sure the panko is tossed evenly with melted butter before baking so every crumb gets a chance to toast. If the crumbs still look pale, pop the dish under the broiler for 1 minute at the very end.

Tuna Noodle Casserole Recipe
Ingredients
Method
- Preheat oven to 375°F. Melt 3 tbsp butter in a skillet over medium heat, then cook onion and mushrooms for 5 minutes. Add garlic and cook 30 seconds.
- Sprinkle flour over the vegetables and stir for 1 minute. Slowly whisk in milk and simmer until thickened, 3 to 4 minutes. Remove from heat and stir in cheese and salt.
- Cook egg noodles until just al dente; drain. Fold noodles, tuna, and peas into the sauce.
- Spread mixture into a 9×13-inch dish. Toss panko with 2 tbsp melted butter and scatter on top.
- Bake 20 to 25 minutes until bubbly and golden. Rest 5 minutes before serving.
