This Perfect Cupcake Frosting and Filling 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!

Ingredients Needed
This is just a preview of ingredients and method, keep scrolling for full printable recipe.
- All purpose flour
- Milk – Whole milk is best, but I’ve used non-fat when it’s all I’ve had and it actually does work ok as well.
- Butter – Use real butter here!
- Granulated sugar
- Vanilla extract – Or other extract or flavoring oil of choice.

How to Make Perfect Cupcake Frosting and Filling
Step 1: Make the Cooked Flour Base
- The frosting starts out with a mixture of all purpose flour and milk. 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.
- 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. 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: 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.



Step 2: Mix it up!
- When the flour mixture is chilled, place some real, high-quality butter (definitely no margarine) and granulated sugar (not powdered sugar!) in a stand mixer. 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! 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. Eventually it will look like fluffy soft clouds of heaven. 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. Pipe it or spread it or fill it or whatever. Anyway you eat it, it’s fantastic.





Storing and Other Tips
- Store finished frosting or frosted desserts, covered tightly, in the refrigerator. Allow to come to temperature for 20-30 minutes before serving.
- If using frosting within a few hours of making the frosting or within a few hours of frosting cakes or cupcakes, simply cover and store at room temperature until time to serve.
- This frosting can be soft or even melt if it gets too warm. If needed, pop the whole mixing bowl in the fridge for 15 minutes and rewhip to help it hold its shape.
- Don’t leave frosted desserts sitting in the sun or in a warm environment for too long with this frosting or it may soften/melt!

Additional Tips
- Use real butter, and a good name-brand. Cheap butter does weird things.
- 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!
- 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.
- Add extracts to your hearts content; lemon and almond are both wonderful! Food coloring is also okay.
- The white sugar can be exchanged for brown. Try 1/2 white 1/2 brown for a warm caramel flavor.
- 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.
- 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 Chocolate Frosting isn’t exactly the same, but very similar!

Frequently Asked Questions
Yes. Brown sugar gives this frosting a deeper, almost caramelly flavor. Just be sure you’re using fine brown sugar (some brands like the organic one sold at Costco have quite large grains) and it may help to sift it first. When creaming with the butter, give it some extra time and make sure the sugar has dissolved well before adding the flour mixture to ensure a smooth texture.
This frosting is best flavored with extracts or flavoring oils. If you are looking for similar flour-based frosting, try this Chocolate Frosting.
Yes. If making just a couple of hours before use, cover tightly and store at room temperature (if your kitchen isn’t too warm) until ready to use. You may need to rewhip it before use.
If making a day or two in advance, cover tightly and store in the refrigerator. Before use, bring to room temperature and rewhip briefly to restore texture.
Yes, add gel or paste food coloring (not liquid) when you add the flour mixture.

Perfect Cupcake Frosting and Filling
Ingredients
- 3 tablespoons all-purpose flour
- ½ cup milk whole milk is best, but I’ve used non-fat when it’s all I have and it’s actually fine
- ½ cup real butter slightly softened (I prefer salted, but you can use also unsalted and add salt to taste)
- ½ cup granulated sugar
- 1 teaspoon vanilla extract or other flavor if you wish
Instructions
- Whisk together the flour and the milk (you could also run it through the blender first). 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, any food coloring, 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.
Notes
- Store finished frosting or frosted desserts, covered tightly, in the refrigerator. Allow to come to temperature for 20-30 minutes before serving.
- If using frosting within a few hours of making the frosting or within a few hours of frosting cakes or cupcakes, simply cover and store at room temperature until time to serve.
- This frosting can be soft or even melt if it gets too warm. If needed, pop the whole mixing bowl in the fridge for 15 minutes and rewhip to help it hold its shape.
- Don’t leave frosted desserts sitting in the sun or in a warm environment for too long with this frosting or it may soften/melt!
- Use real butter, and a good name-brand. Cheap butter does weird things.
- 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!
- 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.
- Add extracts to your hearts content; lemon and almond are both wonderful! Food coloring is also okay.
- The white sugar can be exchanged for brown. Try 1/2 white 1/2 brown for a warm caramel flavor.
- 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.
- 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 Chocolate Frosting isn’t exactly the same, but very similar!














Questions & Reviews
Just kidding… I found those comments!
I thought (before you switched to the new blog format) that there were some comments on how this would work as a frosting for cake and as a crumb layer but I’m not seeing those comments here… So, does anyone know if it will work for the top/sides of a big birthday cake?
I am new at making and decorating cakes. I love it so far. I made a cake for a teenager at church, only to find out that her family doesn’t like the thick sweet Icing. I searched every where for a whipped icing (like the ones in the store) but couldn’t find one easy enough to make. I was very skeptical when I saw this recipe. However, the icing turned out Great and the cupcakes are beautiful. Thank you so much!
ok, I’ve been making this for the last year or so with no problems and today for some reason I got soup. curdled soup. that is after 20 minutes of whipping… i make wedding cakes for Pete’s sake, I know what I’m doing. I have no idea what went wrong this time. HOWEVER I managed to save it….
I doubled had the recipe, so when I was left with soup here’s what I did- added about a 1/2 cup of powdered sugar & a full freaking stick of butter. This was all done in small increments, but that’s what it ended up being. It’s fine now. So don’t give up. and yes, it still tastes pretty damn good.
Ok a few comments on this recipe.
First, I have never made frosting before and let me tell you this recipe is AMAZING.
At first it looked quite disgusting, with the milk and flour. I was worried that I had overcooked it because the mixture got quite junky and I literally had to push it through the strainer.
You also really have to beat for a long time… I have a regular handmixer and I probably mixed for like 12 minutes + in order to get the nice fluffy frosting.
I wasnt sure whether I should use unsalted or salted butter. I made it with both and in fact most people preferred the recipe with the salted butter.
Also, because I had to frost over 70 cupcakes I quadrupled the recipe and really had no problems (except having to beat the frosting for even longer).
Oh, by the way if you keep the frosting closed up in a container at room temperature, it stays completely fine.
Thanks for the recipe – it was a complete success!
This is my first visit to your blog – you’re great! I’ve had this recipe for years – from my grandma. This is actually the original-so I’m told, recipe for Red Velvet Cake frosting! (You can find the argument on various blogs between what the original frosting was and the cream cheese frosting everyone has come to expect!) This was always my favorite frosting, though I’d only had it on Red Velvet cake. My grandma did use margarine (though it could have been a little different back then) and it worked I refuse to use margarine, so I also use butter. My recipe only differs in the amount of flour – mine is doubled from yours, so 1 cup milk to 5 Tbsp flour. I also cook the flour and milk over low, to make a thick paste, it’s never been lumpy – no need to strain. I’ve never beat mine that long, so mine has turned out a little more dense, I’ve tried it on other cakes and it has been great to me, but I’ve noticed others leaving some of their frosting behind…. I’m going to try beating it longer next time 😉
This is the most amazing frosting I have ever had!!!!! Hands Down the Best,,,,Thank You, Thank You, Thank You,,,,for the recipe
I tried this recipe yesterday. I used the best brand of butter I could find. I doubled the recipe but was still very careful about the measurements. I’m not sure what went wrong but it was runny and looked like it separated. It had the taste I was looking for but definitely not the consistency. I don’t know what else I could try to make it work. I was really bummed because the taste was so yummy!
Honestly Mel, just try it again! Sometimes people have weird things like that happen, I have no idea, but chances are it will come out just fine if you try it again!
I came across this post a little late in the game, but I am wondering if the all-purpose flour can be substituted with something gluten-free, like a rice flour. I am hoping to make my Grandma a gluten-free cake/frosting but I still want it to taste great!
I really don’t know Krissy- never tried it!
The frosting tasted great…..It looks as if it started to separate when I was piping it on the cupcakes. The frosting did not take form, it looks a little like a blob. What did I do wrong?