Perfect Cupcake Frosting and Filling

This is known as Ermine Frosting, or sometimes referred to as boiled milk frosting, because it begins with a cooked roux of flour and milk.  That might sound incredibly strange for a frosting recipe, but trust me!  I’d say it’s the perfect frosting.  It’s not so thick and sweet that you need a gallon of milk to get it down your throat. It’s mild and smooth, and light as air. I also love it because it doesn’t take away from a good cupcake like other really rich frostings can.  It’s often the traditional frosting used with Red Velvet Cake. This frosting has a similar taste and texture to a Swiss Buttercream, but with way less effort.  Try this unique frosting recipe and you’ll be hooked!


amazing vanilla frosting


The frosting starts out with a mixture of all purpose flour and milk. 

amazing frosting

And even though I’m showing it here being whisked together, I’ve actually found you’ll get a much smoother result if you mix this part in a blender first and then pour it in your pan. 

easy white frosting

Now comes the weird part.  You’re going to cook this mixture until it gets thick–it happens fast and you’ll want to have a rubber spatula and constantly smash/stir it to keep it smooth.

Amazing frosting recipe

I usually take it off the heat when it looks like this photo above.  There are still some wet spots but as you stir it all comes together like this:

best frosting

Don’t taste it.  It’s not frosting yet!  Pop it in the fridge; it needs to cool completely (I sometimes pop it in the freezer if I want it to cool fast.)  Put it in a bowl and smoosh it around and stir every few minutes to cool it off.

While it’s chilling, place some real, high-quality butter (definitely no margarine) and granulated sugar (not powdered sugar!) in a stand mixer. 

best frosting recipe

Whip it up for a few minutes so it’s light and creamy.  I use the whisk attachment on my kitchenaid, but any paddle should work.  Then you’ll add that glob of flour.  I know.  Weird!

amazing vanilla frosting recipe

I’m warning you right now it’s going to look weird at first.  Like, what the heck did I do weird.  But keep going.  You’ve got to whip it for a long time for all the sugar to dissolve and everything to come together.  Don’t be startled if it looks curdled and weird.  Eventually it will look like fluffy soft clouds of heaven.

Best vanilla frosting recipe

I usually give it a little taste and if I can still feel quite a bit of granulated sugar I keep on whipping.  Sometimes it takes 5 minutes, other times I let it go for almost 10 or so!  It’s worth it for this silky, fluffy, magical mixture.  

best vanilla frosting recipe
amazing vanilla frosting

Pipe it or spread it or fill it or whatever.  Anyway you eat it, it’s fantastic.  

Helpful Tips

1. Use real butter, and a good name-brand. Cheap butter does weird things.

2. If you beat for the 6-8 minutes and the mixture still looks strange, beat longer and at a higher speed if you can. It should come together, but it takes a little patience!

3. I personally think this frosting is best eaten fresh.  You can store for a few hours at room temperature, or try storing in the fridge overnight, letting it come to room temperature on its own, and then re-beating to fluff.  If you want to frost cupcakes or a cake the day before, refrigerate and just let come to room temp after.

4. Add extracts to your hearts content; lemon and almond are both wonderful! Food coloring is also okay.

5. The white sugar can be exchanged for brown. Try 1/2 white 1/2 brown for a warm caramel flavor.

6. Do not try to make other substitutions or additions. Sour cream, fruit purees etc. can do disastrous things.  Some people have had amazing success, just experiment at your own risk.  

7.  If trying to decide whether or not to double it- double it.  Chances are you’ll want more.  It’s a rather small batch, but on purpose.  

1 batch will not look like much, but it can spread on (just with a knife, a normal amount) 24 cupcakes.  If you want to pipe it thick, definitely double it.

Looking for Chocolate? This isn’t exactly the same, but very similar!

perfect cupcake frosting and filling

Perfect Cupcake Frosting and Filling

5 from 1 vote
This light, creamy, dreamy frosting is THE perfect cupcake frosting and filling!


  • 3 tablespoons all-purpose flour
  • 1/2 cup milk whole milk is best, but I've used non-fat when it's all I have and it's actually fine
  • 1/2 cup real butter slightly softened (I prefer salted, but you can use also unsalted and add salt to taste)
  • 1/2 cup granulated sugar 
  • 1 teaspoon vanilla extract or other flavor if you wish


  • Whisk together the flour and the milk. Heat in a small sauce pan on medium heat.
  • Whisk continuously until it starts to thicken. Let it cook, while stirring with a rubber spatula, until you can start to see the bottom of the pan. Continue to cook until mixture has the consistency of thick pudding or paste.
  • Put  mixture in the fridge and let it cool completely; it's fine if it stays in there long enough to get chilly, you just don't want it warm at all. As it's cooling, feel free to stir it occasionally to speed up the process and keep it from forming a crust on top. You can also do this quickly in the freezer, just keep an eye on it so it doesn't freeze.
  • Using the whisk attachment on an electric stand mixer, beat the butter and the sugar for a minute or two until well combined and fluffy. While beating, add in the thickened milk mixture and the flavor extracts. Beat to combine and then scrape down the sides. Mixture will separate and look messy, keep beating!  Continue beating until mixture comes together and is light and fluffy, about 7-8 minutes, but time varies.  Take a sample of frosting between your fingers; frosting is done when light and fluffy and sugar granules are dissolved.
Author: kate jones
Did You Make This Recipe?Snap a picture, and hashtag it #ourbestbites. We love to see your creations on our Instagram @ourbestbites!

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Meet The Author

Sara Wells

Sara Wells co-founded Our Best Bites in 2008. She is the author of three Bestselling Cook Books, Best Bites: 150 Family Favorite RecipesSavoring the Seasons with Our Best Bites, and 400 Calories or Less from Our Best Bites. Sara’s work has been featured in many local and national news outlets and publications such as Parenting MagazineBetter Homes & GardensFine CookingThe Rachel Ray Show and the New York Times.

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Questions & Reviews

  1. Savoryouarsweetness- I'm so glad you posted that, thanks! I guess the trick is to not refrigerate overnight, which makes sense because I think it's the hardening of the butter than can cause condensation.

    So hear that everyone? Make ahead, just leave at room temp overnight!

  2. I just want everyone to know we love this frosting. It's become our primary frosting besides ganache which I love but it too decadent for others. I know there is discussion about this lasting overnight….well let me tell you… I always make my kids cupcakes for school the day before. I leave the cupcakes out over night for at least 18 hours and they still taste fine the next day. I don't refrigerate it or leave it uncovered and they come out perfect. If it is very hot they might get runny but that's the except not the rule.

  3. I've made this recipe 3 or 4 times, and every time it's been a hit! This is the only frosting my husband actually likes. Thanks for sharing it!

  4. This recipe is AMAZING! I've made it three times and have gotten fantastic reviews every time! It's delicious as a filling in strawberry cupcakes with melted white chocolate lightly drizzled on top 🙂

  5. I feel so lame now for offering to bring cupcakes to our meeting for Carolyn. What was I thinking? Next time I'll leave it to the professional, or at least copy your recipes!

  6. Renee- not a stupid question at all! I should specify in the recipe- yes, just regular ol' all purpose flour.

  7. Ok, I'm not an experienced cook/baker/whathave you. So, I have a possibly stupid question. The flour. Is it All purpose? Or something else?

  8. sarey-

    It just so happens that I frosted cupcakes with this last night and left one out all night to see what happens! Don’t worry, nothing “sicky” happens, lol. But it does thicken/harden a little when sitting out that long. It is definitely MUCH better fresh. It almost takes on the texture of soft butter when left out. If I were you and you don’t want to make it the morning of- I’d probably stick to a classic buttercream. Although this stuff is really good so I hope you try it!

  9. I’d really like to make this for my daughter’s b-day cupcakes at school, but I don’t think I can stomach getting up to make frosting “fresh” on a school day morning (on top of everything else!)… can I frost the cupcakes the night before and leave them room temp overnight, or will something weird and sicky happen?

    1. Just found and tried your recipe. Loved it, it was just like you said light, fluffy and just the right amount of sweetness. Have taken a beginner Wilton cake decorating class and tried making small flowers and leaves and it worked pretty good. I will definitely use it, can’t wait to try the chocolate version too. Got it from your site already.
      Thank you.

  10. Keristew-

    It depends on how much you’re putting on. (Piled high or just spread on top) But I’d say if you’re doing more than 12 you should double it.

  11. This came out just like you described it: like the consistency of whipped cream, light and fluffy. The texture is great; it isn’t too rich and sweet like store-bought icing. I think I’ll try this on some cupcakes and take them to school with me–my friends will love them! How did you find out how to make icing with granulated sugar?

  12. ya know Dorothy, I haven’t had a lot of luck making this frosting ahead of time. When I kept mine in the fridge over night I found it started to separate. So since then I’ve only made it fresh. You might want to do a practice run and see how it stores best. Also I’ve never tried it with brown sugar, but you’re right- if it worked I bet it would taste amazing with cookie dough cupcakes! If I were you I’d start experimenting! Will you come back and let us know how it goes? I’m curious about all of those questions myself 🙂

    1. I made it with 50% white and 50% brown sugar and it was REALLY sweet, but still very good and the perfect consistency.

  13. How long does this frosting last? I plan to make it on a Saturday to serve on Monday…will it keep? And have you tried it with brown sugar instead of white? I’m trying my hand at some cookie-dough cupcakes, and I thought a brown sugar icing would be perfect!

  14. Hi, Sara!

    Thanks for leaving your comment the other day on Needle 'n Thread! I will certainly try the flavorings – can't decide if I should do lemon or coconut first! In any case, tomorrow is Saturday, and you have inspired me to BAKE. I'll let you know how they turn out!

    I've subscribed to your feed here – and spent, oh… probably too much time meandering about. There are only 100 things I want to bake tomorrow. But I'll settle for the cupcakes & frosting!

    Thanks again!


  15. Oh Mary Mary Mary, you have no idea. I just made this a few weeks ago and I added 1t of pure lemon extract in (along with the vanilla) and it was to DIE for. Seriously I could have eaten it all with a spoon! I put it in between little mini lemon cakes and everyone was asking me what the heck was in there because it was so yummy. I’m actually concocting a dessert right now to post that uses it. So yes- flavor it up! I’ve wanted to try coconut, and also peppermint (on a chocolate cupcake, can you imagine?)

    1. Thanks for the this comment post. I was wondering the same thing about using a lemon filling. I will try it in my lemon cupcakes.

    2. I used this recipe for my first baking attempt. FOOL PROOF. Absolutely delicious. I just had some trouble with getting rid of all the flour lumps, which is why I keep getting small jelly bits in my icing. Hahaha. But nonetheless, it tasted fantastic. My mom even asked me for the recipe;)

      I started baking regularly because my cupcakes were such a success the first time, and I tried adding some extracts. My little sis loved the one I added strawberry extract to. And my brother, the one with mango extract. While my dad (who really isn’t a fan of icing or anything sweet), actually liked the one I added some almond extract to. Just have fun experimenting. I did and loved it ♥ Thanks so much for the recipe!

      1. I had an issue of the small jelly bits, too. Drove me NUTS as I was trying to pipe the icing onto cupcakes for my daughter’s birthday. It took me twice as long because I had to keep stopping to clean out the tip. Any suggestions to preventing this problem? Did I not mix it long enough? But it was delicious, and everyone was complimenting me on the cupcakes, but it sure was a pain to get them iced!

        1. I actually came across a similar flour based frosting before, the only difference was that it required icing sugar rather than granulated sugar. The instructions for the other recipe I came across said to beat the cooked flour mixture really well just before you add it to the butter and sugar mixture. I use a hand mixer so I just quickly whipped it and I never had a problem with coming across jelly bits in my frosting 🙂

      2. I don’t fancy extra steps like straining the mixture after cooking or cleaning out icing tips, so I measure the milk into my blender, add the flour, and whip it up before cooking in a pan. I just read that adding the sugar at this point also helps speed the process of the beating, since the sugar is already dissolved; I’m trying that today, since the blender method works so well (I’ve made it that way at least eight times in the last year, and I live in a HOT part of CA…I just use butter straight from the fridge and let my Bosch work the miracle, it doesn’t take as long as most people say if I do that). Anyhoot, try the blender, you won’t be sorry.

  16. Can you add a flavor to this – like a tiny bit of lemon (or lime or coconut) powder? (the ‘real’ kind of powder…?) Just curious. I’m looking for a whipped, light, lemony or limey or cocunutty recipe, and I have some of the powders from KAF… so I was thinking if a half a teaspoon was mixed in at the sugar-butter-beating stage? Whatdyareckon?

  17. I’m pleased to report that the second time I made this, it wasn’t weird. I don’t know WHAT the deal was the first time (although my kitchen really WAS hot…I’m thinking that had something to do with it), but the second time I made it, it was amazing! Yummy yummy yummy!

    1. I’ve been making a version of this for most of my life. It will be a mess if your kitchen is too warm. If it starts melting while you’re beating it, put bags of frozen vegetables around the bowl. You may be able to save it. I usually make the cooked flour mixture while the cake is baking. When the cake is cool enough to frost, the frosting mixture is cool enough too. Our traditional chocolate family birthday cake uses this frosting with a bit of mint and a bit of green color. Amazing!

  18. This frosting is soooooo good! It’s the perfect combination of not-too-sweet and creamy! I’m loving it so thanks a whole bunch o’ cupcakes 🙂

  19. Mine turned out weird, too. It looked nothing like your picture. I was so sad! Maybe I’ll try it again.

  20. What happened Kate?! And how did you use so many dishes? lol

    Did it look like my picture?

  21. Okay, I just re-read and you said NOT to make it in advance. So maybe I’ll make the cupcakes in advance. Oh, Sara, where did I go WRONG?? It was WEIRD.

  22. Okay, my frosting came out funny. And it tasted a little funny, too, so I think I did something wrong (it tasted like grocery store frosting; it may have something to do with my increasing belief that Walmart and Sam’s Club butter isn’t actually 100% butter. And I’m not even a conspiracy theorist). When I do this all over again, here’s my plan (because it also totally trashed my kitchen–seriously, MASSIVE usage of lots of dishes here! 🙂 )

    –Make the frosting in advance. I think part of the problem was that my kitchen was still too warm after baking the cupcakes, so that, combined with the long beating time, made the butter semi-melty.

    –Make the cupcakes when it was convenient. Then hold onto them until I’m ready to fill them. I think doing it all at once was what made it so messy.

  23. Alright Millionaire Mommy- I don’t know if you’re a regular reader or not, but if you are, you should know in my recipes to ALWAYS USE REAL BUTTER! Lol. Especially in something like this where butter is a main ingredient. It’s what makes this frosting so yummy. I made sure to write “real butter” in the recipe because it would just be icky with margarine! Plus, the real problem- which is probably what happened with yours, is that margarine has extra moisture and other compounds in there, so when you’re whipping everything together, it messes up the chemical composition that would otherwise make it so light and fluffy.

    Give it another shot- with BUTTER! 🙂

    Oh- and you didn’t use powdered sugar in the original recipe, did you? Make sure to use granulated.

    1. this is the second time I have made this recipe, and I had major frosting failure – on my daughter’s 12th birthday. :0( And before ya’ll crucify me for not being able to read a recipe, I used REAL butter, I used granulated sugar and all that. I cooled the flour/milk mixture. The butter was not very soft, though and I’m wondering if that was my mistake? I beat it with the sugar, and it softened, but was not super light and fluffy. Would that alone keep it from completely emulsifying? It looked awful – I had to throw it away and go to the store to buy a cake. After saying a few bad words.

      The first time I made it, I think my butter was a touch too soft, but it emulsified nicely, and I just put the cupcakes in the fridge for a little afterwards. Tasted great. How did I screw up so bad?

      1. Sorry Connie, I can’t tell ya what went wrong! I’ve never had it not turn out so I come up with as many ideas as I can, but in the end they’re just guesses!

      2. It could have been that you had grease in your mixing bowl or on your whisk attachment. You should always wipe it all down with vinegar first. I’ve read this in another blog once. Good luck if you try it again.

      3. I think you just had to let it keep mixing. She did say that if it didn’t look smooth keep it going and eventually it would come together. So this is possibly a recipe that calls for lots of patience 😉

    2. If you have extra frosting would it stay more than the few hours that you mentioned before ? Say a day or two ?

  24. Just tried this and must’ve done something wrong. Maybe using margarine in place of butter doesn’t work. My 3yr old thought it tasted so yummy though. I ended up adding an entire bag of powdered sugar, just ended up tasting like regular frosting, and I have about 4 cups of it. I’ll have to try again.

    1. I dont care if this is 4 years old, I have to comment. She specified REAL BUTTER and GRANULATED SUGAR

      It amazes me how people continue to blame blogs for their inability to read a freaking recipe.

      1. cords, compulsive commenting disorder?! i dont see where Millionaire Mommy blamed the blog. have you checked out your own inability to read and comprehend? she blamed herself more than she needed and still found a way to say something positive.

        are you sara’s mommy 🙂

        sara great recipe (although if you would try something without butter, it would impress me immensely) but one of your comments to someone else’s unsuccessful attempt makes me think you don’t always take negative feedback too well.

    2. Candance, you’re such a rude person. I guess it’s good to have people like you around.

  25. I agree with Cassie, this is the best frosting ever. Thanks for the cupcake Sara, now I know where the next 5lbs will be coming from. Sweet.