Velveeta Mac and Cheese

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Velveeta Mac and Cheese is dreamy, creamy and delicious! This easy mac & cheese recipe starts with a homemade cheese sauce. The addition of Velveeta adds some creamy comfort while a couple of handfuls of real cheddar add a deeper cheese flavor.

This macaroni recipe is hearty and heartwarming perfect as a side dish or as a potluck dish when you want to have a crowd pleaser!

Velveeta Mac and Cheese on a white plate

Velveeta is one of those foods that take us back to childhood. It has been around since 1918, gracing everything from grilled cheese sandwiches to cheese sauce. It’s added to casserole recipes and used in rotel dip or drizzled over loaded nachos. It’s even been used as fishing bait! No kidding!

How to Make Velveeta Mac and Cheese

This super easy homemade recipe can be baked or made on the stovetop. It can even be assembled in advance and stored in the fridge until it’s time for the oven!

  1. Cook the first four ingredients in a saucepan. Add milk and whisk gently until smooth.
  2. Add cubed Velveeta and continue to whisk until the cheese is melted and smooth.
  3. Remove from heat and stir in the shredded cheeses and macaroni.
  4. Pour into a casserole dish and sprinkle with topping. Then bake!

This easy casserole dish is a full meal in itself but it delicious served with garlic bread and a caesar salad on the side.

Ingredients for Velveeta Mac and Cheese in a pot and a dish

Delicious Mac and Cheese Additions

So many add-ins, what a great way to get extra veggies into the kids or to use up leftovers!

  • Meat: bacon bits or ham, ground beef or shredded chicken/turkey
  • Veggies: peas, carrots or broccoli, diced or Rotel style tomatoes, black olives or sliced jalapeños

Velveeta Mac and Cheese being scooped out of a dish

How to Reheat Mac and Cheese

Velveeta Mac and Cheese is super easy to store, freeze, and reheat, too!

  • To Store: Scoop mac and cheese into a zippered bag or a container with a tightly fitting lid. Keep refrigerated until ready to reheat.
  • To Freeze: Use an airtight container but be sure to label the zippered bag or container with the date. Frozen mac and cheese should keep in the freezer about two months.
  • To Reheat: Pop in the microwave or heat up on the stovetop. Add a little bit of milk to loosen it up and don’t forget to refresh the flavors with a dash of salt and pepper!

More Yummy Mac & Cheese Recipes

Velveeta Mac and Cheese on a white plate
4.94 from 176 votes
Review Recipe

Velveeta Mac and Cheese

Prep Time 15 minutes
Cook Time 25 minutes
Total Time 40 minutes
Servings 6 servings
Author Holly Nilsson
Velveeta mac and cheese is a hearty and heartwarming meal!


  • 2 tablespoons butter
  • 2 tablespoons flour
  • ½ teaspoon onion powder
  • 1 teaspoon dry mustard powder
  • 1 cup milk
  • ½ pound Velveeta cubed
  • 2 cups elbow macaroni measured dry (approx. 8 ounces)
  • ½ cup sharp cheddar
  • ¼ cup panko breadcrumbs
  • 1 tablespoon melted butter
  • 2 tablespoons cheddar cheese

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  • Preheat oven to 350°F.
  • Cook macaroni al dente according to package directions. Drain.
  • Melt butter, flour, mustard powder, and onion powder in a medium saucepan over medium heat. Cook 1-2 minutes.
  • Add milk a little at a time whisking after each addition. Bring to a boil, reduce heat and cook 2-3 minutes.
  • Stir in cubed Velveeta and continue stirring until melted and creamy. Remove from heat and add sharp cheddar. Stir in macaroni.
  • Spread macaroni into a 2QT baking dish. Combine topping ingredients in a small bowl and sprinkle overtop.
  • Bake 20 minutes or until hot and crumbs are golden.

Nutrition Information

Calories: 394, Carbohydrates: 45g, Protein: 19g, Fat: 15g, Saturated Fat: 9g, Cholesterol: 46mg, Sodium: 764mg, Potassium: 303mg, Fiber: 2g, Sugar: 7g, Vitamin A: 746IU, Calcium: 369mg, Iron: 1mg

(Nutrition information provided is an estimate and will vary based on cooking methods and brands of ingredients used.)

Keyword velveeta mac and cheese
Course Main Course, Pasta
Cuisine American
Velveeta cheese on a plate and Velveeta Mac & Cheese in a white dish with writing

Velveeta Mac & Cheese on a plate with writing>/div>

Velveeta Mac & Cheese being scooped with a fork with writing

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Holly is a wine and cheese lover, recipe creator, shopping enthusiast and self appointed foodie. Her greatest passion is creating in the kitchen and making deliciously comforting recipes for the everyday home cook!

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Recipe Rating


  1. Lovely recipe. I really liked how this recipe didn’t leave me with dry macaroni and cheese. It was quite tasty.

    I added about four more ounces of Velveeta because I like my Mac and cheese very creamy. I used half and half instead of milk. Instead of sharp cheddar, I used Monterey cheese. Someone mentioned it was bland so I mixed some smoked paprika and pepper into the cheese sauce. I also used about half a cup of Townhouse buttery crackers instead of Panko breadcrumbs. I was making bacon for a different recipe so I used about a tablespoon of bacon grease and sprinkled it on top to make sure the Mac and cheese didn’t dry out.

  2. Very easy to make. Very delicious. My family really enjoyed & i sliced kielbasa in to it & omg. Thankyou for the recipe

  3. Made this for dinner tonight and absolutely loved it!! The cheese sauce was so delicious and creamy, we will be making this dish again for sure!5 stars

  4. Made this for my picky husband tonight, and he loved it. We used Velveeta Queso Blanco cheese and Monterey Jack / Colby blend (didn’t have any cheddar on hand). I added a little extra of the 2nd cheese and some chopped jalapeños. I think the extra cheese made it a little creamier. I also just used the bread crumbs on top, without the extra butter and cheese. I’m pretty sure I will be making this a lot. Thanks for an awesome recipe!5 stars

  5. This dish is very flavorful, but I’ve made this twice exactly as written and it doesn’t turn out creamy. Any advice would be appreciated. Thank you.4 stars

    1. Are you cooking the melted butter and other ingredients for a couple of minutes before adding the milk? When adding the milk, are you adding a little at a time and stirring well? Are you letting it cook once all of the milk is added before adding the cheese? Also, stir the cheese in well before adding the macaroni. We have found this creates a creamy sauce. Hope that helps!

    2. Sometimes I will even add 1/3ish cup of sour cream to the sauce before adding noodles. Really good and might help with the creaminess.5 stars

  6. Holly, I got a Question on the Topping
    1 table spoon melted butter, qtr cup of panko and 2 tablespoons of sharp cheddar
    am i just drizzling on the butter , then sprinkle the panko and sharp cheddar. just want to get this right thanks

  7. This is my “go to” recipe! If I need to get all fancy, I pop it on the pellet grill and give it a good smoke. I top it with candied jalapeños and crumbled bacon. I prefer it naked, however.

  8. I just made this and followed the directions precisely. Except, the only thing I did different was, I sliced the Velveeta cheese and placed it on a cookie cooling rack then put it in the freezer for an hour. Then I put the cooling rack with the frozen velveeta into my smoker until the cheese was thawed. I used a cold smoker so it took an hour. Then I cubed it up. I also used smoked Cheddar and smoked Gouda 7oz each (from the store). It is incredible! Definitely the best macaroni and cheeses I’ve ever eaten.

  9. This is fancier than the Kraft Velvetta recipe and so much better. The white sauce , added “real” cheese, and crunchy topping make it special. The suggestions for add–ins are creative ideas. I usually throw chopped fresh broccoli with the pasta for the last 2 minutes of cooking. I’ve also used French’s crispy fried onions for the topping.4 stars

  10. Instead of water, I used chicken stock so the noodles would not be bland and no salt is needed throughout the cooking.

  11. I doubled the recipe. I also added 2 slices of Swiss cheese that I needed to use when I added the sharp cheddar to the velveeta mixture. The melted cheeses tasted wonderful! Now the dish is going in the frig until ready to cook in 2 days. Sure looks beautiful!!5 stars

  12. My granddaughters love this. Me too.
    I make one half plain, the other gets sprinkled with buttered and crushed Ritz crackers with 1/2 tsp of Olde Bay seasoning. Totally yummy.5 stars

  13. I doubled this recipe and added 1 cup shredded gouda (not smoked) and 1/4 tsp nutmeg. Also, I recommend slightly overcooking macaroni noodles for baked macaroni and cheese. It was almost perfect, the sauce was just a bit too thick. Next time a bit more milk. But, overall great flavor!!4 stars

    1. Overcooking??? I’ve found that UNDERcooking pasta that’s going to be baked is the way to go – otherwise, it’s completely mushy once it comes out of the oven. Just my opinion, however.

  14. Can you make this a day before and reheat the next day would it still be good, or can you make it ahead but not bake it until you want it?

  15. Made this for dinner today and it was a big hit with the kids. They absolutely loved it. Pretty good easy mac and cheese.4 stars

  16. I love mac and cheese. I made this. Followed the recipe exact and it was SO SO GOOD! I’ll be making this all the time. Thank you!

  17. 1. Didnt have cheddar so I used pepper jack.
    2. Realized I was melting 1 lb of velveeta instead of 1/2 lb.!
    Added spices/milk to compensate then reserved half to sauce for later use.
    3. This is just the best ever. I’m not a creative cook, so I rely on people like you to give easy to follow recipes. Thank you.

  18. This recipe was absolutely horrible! I feel like im eating a mouth full of gunky cheese and butter!!! Just ruined my appetite for mac & cheese

  19. I made this recipe and although we really like it, it is very dry and sticky. I followed the recipe according to instructions. Do you have any answers as to what to do to not make it so dry?

    1. I haven’t had problems with this recipe being dry. Did you measure 2 cups of macaroni with a measuring cup? Did you use elbow macaroni?

      If you’re finding it dry you could either increase the amount of sauce or decrease the bake time. Overbaking can also cause it to dry out. I hope that helps.

  20. Prep time is definitely 30 minutes. I had all the ingredients out and I worked as fast as I could and it took 30 minutes. Absolutely delicious. Wouldn’t change a thing.5 stars

  21. Hi Holly,
    I have made numerous mac & cheese dishes and this one is my new favorite. I have a whole Pinterest board dedicated to just mac & cheese Super easy to put together, which is a huge bonus also!

    Thanks for the great recipe,
    Noreen5 stars

    1. 16 oz is a liquid measure (aka fluid ounces) which is volume, this is a weight measure. For example, 2 cups of water and 2 cups of marshmallows would both be 2 cups (same volume) but do not have the same weight.

    2. Depends on what you’re measuring. Get yourself a kitchen scale and check it out yourself. I weighed 2 c. of small pasta shells for this recipe. The two cups weighed 6 oz.

  22. Let me finish eating before I write this VERY positive review!!! I found this recipe after buying “low fat” Velveeta (is that really possible) that was on sale at the grocery store. Every few months I try a new Mac N Cheese recipe JUST in case I trip over one that pleases my very – no, extremely – picky 19 year old son. He told me when he was 9 years old, that no one made Mac N Cheese better than Glory Days Grill. And after repeated attempts to mimic theirs, I gave up. Some people are just impossible to please – or so I tell myself. But THIS recipe is WONDERFUL! And here’s the kicker – I love it so much I don’t (mostly) care if my son likes it or not! NOTE: I did add one can of Traditional Rotele (diced tomatoes and green chilies) and it gives the recipe just the right amount of heat, without overpowering the soothing “home cooked” feeling of the taste. This is a KEEPER!!!!

    1. Love the addition of Rotel! So glad you love the mac and cheese so much! Thank you for sharing :)

  23. Oh my! I’m blowin’ away ! I didn’t have mustard on hand so I skip that and sub milk for half&half , I add dice onion along with garlic & Italian seasoning, so creamy and yum! Thank you ! I also skip the oven since I’m on time crush and had to hurry on dinner but it still good out of stove top .5 stars

  24. This recipe. Oh yum! Thank you so much. We have a family favorite Mac & cheese with Velveeta that doesn’t compare to this creamy, tasty concoction. I doubled the recipe with no problem put in 9 x 13 pan. Used cheddar jack and mozzarella because it is what I had. Used a little homemade breadcrumbs because I didn’t have enough panko. Used cheddar jack in topping. Amazing!5 stars

  25. This is the worst macaroni and cheese I’ve ever tasted. My fiancee will normally eat anything. He hated it. This was terrible. The mustard was disgusting1 star

    1. Sorry to hear you didn’t enjoy this recipe Cassidy! It is a popular favorite as written. You can always leave the mustard out or reduce it according to your taste preference. I hope that helps!

    2. Mustard is very commonly used n macaroni and cheese dishes. Sounds like your cooking skills (or your palate) may be a bit too basic for this one. Stick to Easy Mac.

  26. Amazing!! I searched for a recipe specifically using Velveeta and shells as I just so happened to have both of these on hand and wanted to use them up. I’ve not had the best luck with homemade mac and cheese in the past, but I thought I would give this a try. I am SO glad I did!! It was so flavorful and creamy and just the right amount of everything! My husband, who has eaten TONS of mac and cheese in his day told me that this was the BEST mac and cheese he had ever had. Thank you so much for this wonderful recipe! Printed and added straight to my recipe book <35 stars

  27. Made this with rotini and regular breadcrumbs because that’s what I had. So good! My husband really enjoyed it and he’s not even a Mac&Cheese lover.5 stars


    1. This recipe bakes at 350°F for about 20 minutes, you just want to heat it through. If it’s chilled in the fridge you might need an extra 10 minutes or so. We bake this uncovered so the topping can crisp. Enjoy!

  29. What are the dimensions of your 2 QT. baking dish, so that I can figure out how lrg. or sm. the portions will be? I’d like to try this with light Velveeta. Sounds good & easy, especially geared towards kids, b/c we adults would definitely like a bit more flavor.