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
4.95 from 377 votes↑ Click stars to rate now!
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Velveeta Mac and Cheese

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


  • 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


  • 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.
4.95 from 377 votes

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.

Course Main Course, Pasta
Cuisine American

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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. I had to toss the entire pot of cheese because the onion powder was so overpowering. I attempted to dilute it with more cheese and milk and it still had a strong onion taste.1 star

    1. Hi Jennifer, we only add ½ teaspoon of onion powder to this recipe so it shouldn’t overpower it but you can adjust to your preferences or leave it out completely if you’d like!

    1. Hi Tina, when you go to print the recipe you can alter the serving size and it will provide you will the new quantities for 30 servings. But that is when served as a main course. If this is part of a larger meal spread I would imagine doubling it would probably be enough for everyone to sample it.

  2. I’m diabetic so couldn’t use the pasta. I roasted cauliflower with diced ham and used it instead. The sauce was perfect. Delish.5 stars

    1. What a great idea to use cauliflower and diced ham! I am a nurse and it is so hard to help new diabetics with finding ways to eat their favorite foods. Maybe not ideal, but a realistic way to have a bit of comfort.5 stars

  3. As usual you’re my go to for recipes and this one did not fail My son and I love “bow tie” with our mac and cheese so I made a box of that, made the sauce as directed but added the shredded cheese into the mix to melt. I added enough cheese sauce to coat it the noodles well and then added milk until it was the consistency I liked. I used a medium cheddar and left out the mustard and garlic powder (may use them next time to see the difference in flavor) this one is going into my recipe book tonight ❤5 stars

  4. It was just okay. The flavor was good but the cheese was too thick, not really creamy. It was like a thick glue. I can feel it sticking to my insides.3 stars

    1. Hi Karen, I am glad you enjoyed the flavor. If you are finding it too thick, you can try adding a little more milk to thin it out into a creamier sauce.

  5. I actually use 1 lb of large pasta types cooked 7-9 mins for aldente in a salty water. Drained then begin to make the sauce. I x4 the ingredients and for the rue and then use 2 cups of chicken broth and 3 cups of milk or 1/2 & 1/2 because I add several cheeses (1lb velveeta cubed and then 4 slices American, 2 cups of Mont. jack & colby mix and then what ever other cheese we have on hand (havarti, gouda etc). I add 4 boiled & shredded chicken breast and the add the pasta to the cheesehead sauce. Pour in a 9×12 disposable pan sprayed with cooking spray. Top edge to edge with 2 batches of x4 crumb mixture (seasoned Pankos & 1/2 cup parm). Bake as directed and it is always yummy Even when reheated it’s creamy and of course flavorful!5 stars

      1. How can you add any stars to a recipe if you aren’t even making according to the directions? The recipe sounds pretty good, but that’s not what I was looking for.

  6. Hi, in the recipe you have 2 cups elbow macaroni which you stated was approximately 8 ounces, wouldn’t that be 16 ounces and possibly why some folks are having their Mac and Cheese coming out dry because they’re using 16 oz. vs 8 oz?

    1. The recipe calls for 2 cups of elbow macaroni, which is approximately 8 ounces of dry pasta by weight (pasta is sold by weight). 8 ounces of elbow macaroni is approximately 2 cups of dry macaroni pasta. Hope that helps. Enjoy the recipe Becca!

      1. Hi Niki, we cook the macaroni in step 2 and then add it to the casserole dish in step 6 before baking. Hope that helps!

      2. Thank you. I’m always confused about pasta measurements. I always make too much. Ugh lol.

        I’ve always enjoyed your recipes and when I’m looking for one I go to your site first.

  7. I made this yesterday. It tasted fine, but it was too dry, even after I added more milk to the sauce. Disappointed.4 stars

    1. This recipe is best baked just before serving and can be made up to 48 hours ahead. Enjoy Donna!

  8. I can NEVER master Mac and cheese for some reason… always seems too dry, and all the creamy cheese gets absorbed in the macaroni! What am I doing wrong? Btw, I am typically a pretty good cook…..just never do this right! HELP!!

    1. While I can’t say for sure, my guess would be that the macaroni is overcooked. If it is dry, add a bit more milk to help with the moisture. Hope that helps Kathleen!

    2. I use 1 1/2 cups macaroni. It makes a big difference in the final result. It’s easier than adding more of other ingredients.

  9. This recipe was delicious!! I made it for my son-in-laws 30th birthday and everyone loved it!! This will be my go to recipe from now on.

  10. 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.

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

  12. 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