This Velveeta mac and cheese recipe is creamy, nostalgic, and irresistibly cheesy. Tender macaroni is coated in a cheesy sauce made with cheddar and Velveeta for that smooth, melt-in-your-mouth texture.
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Holly’s Recipe Highlights
- Flavor: Velveeta adds smooth creaminess and cheesiness to a traditional cheddar cheese sauce, while mustard gives the dish a bright tang.
- Swaps: Instead of cheddar, use Parmesan, Gouda, Havarti, or mozzarella. As long as it melts, it can be swapped in.
- Time-Saving Tip: Skip the baking and serve it from the stovetop or from a Crock Pot without the topping if you’re in a hurry.
- Serving Suggestions: Serve with your favorite veggies to balance the richness of this dish. Try broccoli, brussels sprouts, green beans, or asparagus.
Ingredients for Velveeta Mac and Cheese
- Velveeta: This processed cheese melts beautifully and gives the sauce a silky texture. For quick, even melting, make sure you cube the Velveeta cheese before adding it to the sauce.
- Cheddar: Sharp or extra sharp will have more flavor. Buy a block and shred it, or save yourself some time and use a package of pre-shredded cheese; both work well in this recipe!
- Macaroni: Elbows are the classic choice, or use shells, rotini, or penne noodles. You will just want to choose a pasta that holds sauce well for the maximum flavor in each bite!
- Seasonings: I like to keep the seasonings simple with a touch of mustard and onion powder. For extra flavor, sprinkle in a bit of garlic powder, paprika, salt, or pepper.
- Breadcrumbs: My favorite topping is Panko breadcrumbs for the crunchy texture, but you can use regular breadcrumbs or seasoned breadcrumbs.
- Add-Ins: Toss in peas, broccoli, a can of Rotel or diced tomatoes, black olives, or sliced jalapeños. Give it extra protein and smoky depth with crumbed bacon, sausage, or diced ham.
Stash and Save for Later
- To Store: Store in an airtight container in the refrigerator for up to 5 days.
- To Freeze: Store in an airtight container or freezer bag for up to 4 months. Thaw in the fridge overnight before reheating.
- To Reheat: Pop leftovers in the microwave or heat up on the stovetop, stir in a little bit of milk as needed.
More Mac and Cheese? Yes, Please!
Did you make this Velveeta Mac and Cheese? Leave us a rating and comment below.
Recipe updated 11/1/25 for improved consistency.
Equipment
Ingredients
- 12 ounces elbow macaroni You can use between 8 and 16 ounces pasta. *see note
- 2 tablespoons salted butter
- 2 tablespoons all-purpose flour
- 1 teaspoon dry mustard powder
- ½ teaspoon onion powder
- 1⅓ cups whole milk
- ½ teaspoon salt
- ¼ teaspoon black pepper
- 8 ounces Velveeta cubed
- ½ cup shredded sharp cheddar cheese
Topping
- ¼ cup Panko bread crumbs
- 2 tablespoons shredded sharp cheddar cheese
- 1 tablespoon melted salted butter
Instructions
- Preheat the oven to 350°F.
- To make the topping, combine bread crumbs, cheddar cheese, and melted butter. Set aside.
- Bring a medium saucepan of salted water to a boil. Cook the pasta al dente (firm) according to package instructions. Drain well, do not rinse.
- Meanwhile, in a separate medium saucepan, melt 2 tablespoons butter over medium heat. Add the flour, mustard powder, and onion powder, and cook for 1 minute while whisking.
- Gradually add the milk, whisking until smooth after each addition. Once the milk is added, bring the mixture to a boil over medium heat while whisking. Reduce the heat to medium-low and cook for 1 minute. Stir in the cubed Velveeta cheese, salt, and pepper. Whisk until melted and creamy.
- Remove from heat and stir in the cheddar cheese and drained pasta. Mix well to combine. Taste and season with additional salt and pepper if desired. Adjust the consistency with milk or pasta water if needed, note that the sauce will thicken as the pasta bakes.
- Transfer the macaroni mixture to a 2 quart baking dish and sprinkle with the topping.
- Bake for 20 minutes or until heated through and the topping is golden brown. Do not overcook.
- Rest 5 minutes before serving.
Notes
- The sauce will thicken as the macaroni bakes and cools.
- This can be made with between 8 and 16 ounces of elbow macaroni. For a creamier pasta, use less pasta. This sauce is rich, I prefer 12 oz.
- You can thin the sauce with additonal milk if needed.
- Sharp cheddar can be replaced with other varieties of shredded cheese, such as Swiss or Parmesan.
- Pre-shredded cheese can be used in this recipe.
- Leftovers can be stored in the refrigerator in an airtight container for up to 5 days, or frozen for up to 4 months. Thaw in the refrigerator before reheating.
Nutrition Information
Calories: 399 | Carbohydrates: 51g | Protein: 18g | Fat: 13g | Saturated Fat: 8g | Polyunsaturated Fat: 1g | Monounsaturated Fat: 2g | Trans Fat: 0.2g | Cholesterol: 39mg | Sodium: 734mg | Potassium: 312mg | Fiber: 2g | Sugar: 6g | Vitamin A: 592IU | Vitamin C: 0.1mg | Calcium: 314mg | Iron: 1mg
Nutrition information provided is an estimate and will vary based on cooking methods and brands of ingredients used.
Course Casserole, Main Course, Pasta, Side Dish
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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!
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.
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!
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.
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
The topping ingredients are combined in a small bowl and sprinkled overtop.
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.
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.
I bet the smoked cheese added amazing flavor!!
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.
Instead of water, I used chicken stock so the noodles would not be bland and no salt is needed throughout the cooking.
Delicious idea!
Was so good. My husband’s favorite Mac and cheese now. Thank you
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!!
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.
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!!
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.
It lacked flavor so i just adding some salt and pepper
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?
This recipe is best baked just before serving.
How far in advance can be this be assembled? Hoping to assemble at least a day or before adding the topping and baking.
This can be made up to 48 hours in advance.
Made this for dinner today and it was a big hit with the kids. They absolutely loved it. Pretty good easy mac and cheese.
Can you double the recipe??
Thanks!
Yes, this can be doubled. You may need to increase cook time slightly.
How many servings will this make?
6 servings.
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!
I love it, I did add cauliflower because I had some. Absolutely the cheesiest! Thx for the recipe!
You’re welcome Lorrie, so glad you love this mac and cheese!
I’ve made this several times for my family and for crowds- a win every time! Thanks for a great recipe!!