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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I followed this recipe and it wasn’t good at all. I had to toss. It was for thanksgiving dinner.
Hi May, sorry to hear this dish wasn’t a hit!
Love, Love, this recipe. Very easy.
Going to make this for a Halloween party and will be tripling the recipe. Can I prepare the day before? I feel like it will be a time saver.
This recipe is best baked just before serving but can be made up to 48 hours ahead!
Wonderful recipe but I love crushed corn flakes with parmesan to bread crumbs.
Thick and rich, added Bacon bits and used the Mexican style Velveeta, Been looking for a yummy in expensive homemade Mac and cheese and this was delicious!
I doubled the recipe but kept the flour and onion powder the same as to the 1x recipe (so, in other words, I halved them) and used 3/4 of the butter to make the roux and 1/4 to coat the pasta as it sat after cooking while I made the sauce. The texture was absolutely perfect to be served immediately. I did not want to bake it nor bother with the topping. I personally felt that even with the onion powder halved it was a rather dominant flavor but the three adults, two teens, and two kids who ate it all said it was great and went for seconds (and thirds) so no arguing with that feedback.
TOO complicated. The original is fabulous, easy and needs no fine tuning.
Im no chef but i made this but a gluten free version double batch as my wife has celiac. All of us loved it. 3 kids ask for it daily (15, 3, 6). I did add in 1 tsp of garlic power.
Absolute winner in my household
i like the consistency but there was waaaaay too much onion powder. it was so overpowering that I nearly threw the whole pot away.
Hi Sara, 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!
So smooth and creamy!!! While I don’t use Velveeta cheese on a regular basis, it is awesome in Mac n cheese!
Quadrupled the recipe for a Celebration of Life gathering. Added a 1 tsp. Of black pepper. This recipe was a huge hit, everyone loved it and many came back for seconds. The only problem is, now I don’t think I can ever make regular stovetop mac and cheese again. :-)
This is just the cheesy recipe I’ve been looking for. I added ham and left off the topping. Tastes great!
I’m making this tonight. I chose this recipe because it resembles my 1-person stovetop Velveeta mac n’ cheese. For those commenters saying they want more flavor, try adding a little butter (it helps to evenly mix in the spices) to the cooked/drained mac, then add seasonings of your choice. In addition to the onion powder, some garlic powder, smoked paprika, even a little chili powder. All of these in small amounts, until you get the flavor you prefer. I feel a full teaspoon of dry mustard powder is going to be too much for my taste (unless I make pound of pasta). Remember, you can always add more, but you can never take away too much seasoning!
I have now made this 2 times and both times while mixing the pasta with the cheese sauce, the sauce is so thick I feel I am missing something or need to add more of something. The taste is great so trying to get this down right! please help. I followed the recipe completely
Hi Kristen, 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.
Game changer. Better than any store bought or previous recipes I’ve followed. My family actually gave me unsolicited props, and it’s just Mac n cheese. Take the extra time (I doubled the recipe) and enjoy. Used 1% milk and panko bread crumbs.
I didn’t follow recipe completely but almost! I had a little over 1/2 lb of velveta so I just used it all. I also changed the topping to Ritz crackers and butter (12 ritz and 2 Tblsp butter)
My husband went back for seconds
How large is a serving considered?
A serving will be ⅙th of the recipe which is approximately 1 cup.
I didn’t change the recipe much on purpose – I just used what I had… So only changes were Italian seasoned Panko bread crumbs, and instead of where cheddar was used I had mozzarella cheese. Then topped it with black pepper to add a little something extra. I’m sure the recipe is delicious as is, but since my hubby LOVED it the way I made it, I’m going to stick with my version.
Fantastic
Thank you for the recipe. I doubled the ingredients up through the stovetop instructions. I didn’t bake it or add the topping. Because the Velveeta has kind of a sweetness to it, I sprinkled some salt into the cheese sauce, and also salted the pasta water. It was perfectly creamy and not dry at all so maybe the drying out that some reviews mention happens in the oven. I’m going to save this recipe and it will be my go to anytime I have Velveeta on hand.
very simple, relatively easy recipe to follow. Needs something to pick it up though. despite all the salt from the cheese, etc we found it a little lacking in the spice department. Added some black pepper and salt before eating
next time, I may add some real yellow mustard and a bit of garlic. Otherwise a really great rendition of our fav comfort food.