Velveeta Mac and Cheese

Homemade Velveeta mac and cheese is what my cheese dreams are made of.

If you’re looking for the creamy mac and cheese of your childhood, this is it. Velveeta is the absolutely best nostalgic cheese. It’s the cheese I grew up eating and it makes for the SMOOTHEST cheese sauce ever. It makes mac and cheese gooey, cheesy, creamy, and so good. Velveeta shells and cheese is the ultimate taste memory that brings me right back to all the good things about being a kid.

These days we have fancy mac and cheese with gruyere and breadcrumbs and five kinds of cheese and special pasta. But, if you’re like me, sometimes you just dream of easy plain mac and cheese, like the box kind, but without the powdered cheese and that mushy pasta. Enter this Velveeta mac and cheese, it’s the same childhood mac and cheese but updated with actual al dente pasta.

Have you ever seen a prettier mac and cheese?

This super easy homemade recipe is made on the stovetop and can be enjoyed as is, or baked. I like it straight from the stovetop into a bowl, with a spoon because it’s the ultimate in cozy. I love this mac and cheese because it works as both a main and a side. I’ll serve it up with a salad as a main or as an amazing chill and easy side at Thanksgiving. Everyone who’s had it at Thanksgiving always thinks it’s some kind of secret high end recipe.

Ingredient notes

Velveeta is one of those magic ingredients we take for granted nowadays, but it’s the most perfectly smooth melting cheese you’ll ever meet. Bonus, if adult you wants something a little more complex, you can swap out the cheddar in this recipe for any melty cheese you dream of, like my favorite smoked gouda, fontina, or pepper jack, and the Velveeta will make it smooth too because it has emulsifiers to spare.

How to make Velveeta mac and cheese

1. Cook the pasta. Bring a large pot of salted water to a boil and cook your mac (or pasta of choice) according to the package directions. Reserve a cup of pasta water, then drain well.
2. Make a roux. While the mac is cooking, make a roux by melting butter in a saucepan. When it’s melted, add in the flour and spices and stir until everything comes together and the spices smell toasty and warm.
3. Add the milk. Pour the milk in slowly while whisking, stirring so the sauce is smooth and creamy. When you’re done adding in the milk, let the sauce come to a simmer so it thickens up and coats the back of a spoon, 3-5 minutes.
4. Melt the cheese. Turn the heat down to low, add the Velveeta – it’ll melt easier if you cube it up – and cheddar. Stir until the sauce is creamy. Try not to let it come to a boil so the cheddar (or whatever cheese you use) stays smooth too.
5. Stir in the mac. Add the drained mac and mix everything up for a minute or two to ensure it’s coated. Loosen with a bit of pasta water if needed. Taste and season, and enjoy!

Baked mac and cheese

Sometimes mac and cheese with a crispy baked top can’t be beat. If you’re a baked mac and cheese lover:

1. Cook the pasta 2 minutes less than the package and add 1/4 cup more milk to the sauce. This keeps it from getting overly mushy.
2. Pop the mac and cheese into a casserole dish, top with some extra cheese and bread crumbs and bake at 350°F for about 20-30 minutes, or until the top turns golden, crispy, and crunchy and the edges are bubbling.

In the comments, both Amy and Leta put the stovetop mac in a broiler-safe dish, topped with buttered panko, and broiled for about 5 minutes until golden. I personally love this hack even though I’m super paranoid and stand next to the broiler the whole time watching it.

Instant Pot Velveeta mac and cheese

1. Add 2 cups (8 ounces) uncooked macaroni, 1 3/4 cups water, 2 tbsp butter, and 1/2 tsp each of garlic powder, onion powder, and dry mustard powder to the Instant Pot insert and stir well.
2. Cook on high pressure for 4 minutes then quick release and carefully open the lid. Stir in 1/2 lb cubed Velveeta, 1/2 cup of shredded cheddar, and 1/2 cup milk until the cheese melts and coats all the mac.

Slow cooker Velveeta mac

1. Add 2 cups (8 ounces) uncooked macaroni, 2 cups milk, 1/2 lb cubed Velveeta cheese, 1/2 cup shredded cheddar, 2 tbsp butter, 1/2 tsp each of garlic powder, onion powder, and dry mustard powder to the Crock Pot and stir well.
2. Set on low for 1.5 hours with the lid on, stirring occasionally.
3. Test for doneness at the 1 hour mark and add milk, 1/4 cup at a time if the cheese sauce starts to get too thick.

Make ahead Velveeta mac and cheese

This already comes together super quickly but I totally understand how making things ahead for dinner parties and big events makes things easy. I think it heats up perfectly the next day and somehow tastes even better? Basically, this is the perfect Thanksgiving side, if you ask me.

You can absolutely make this mac and cheese ahead of time and then either bake it in the oven with breadcrumbs on top or reheat it on the stove with a splash of milk, stirring until it becomes loose and gooey. If you plan on baking it, use the baked instructions but don’t put the breadcrumbs on until you’re ready to bake.

Baking from the fridge: If your mac and cheese is coming right out of the fridge, cover and bake in a low oven 325°F until heated through, about 30-40 minutes. Remove the cover and turn the oven to 375°F and continue to bake until the top is melty, golden and crisp and the edges are bubbling, about 10-15 minutes. 

I really liked Michelle’s (from the comments) trick to make the sauce the night before, then combine it with freshly cooked pasta the day of so I just had to mention it here.

Storage and Reheating

• Fridge: store in an airtight container/tightly covered for 3-4 days
• Freezer: freeze in an air-tight container or heavy duty freezer bag for up to 1-2 months. Don’t forget to label and date it!
• Reheating: Pop it in the microwave, covered and loosen with a bit of milk if needed. You can also cover it with foil and bake it in a low oven (325°F) until hot, about 20 minutes. Stir in a bit of milk after warmed through if needed.

Troubleshooting

Just some quick stuff I wish I’d known when I was a younger home cook:

• My sauce is grainy: the cheddar got too hot, you can take it off the heat, add warm milk, and whisk hard and it should be smooth again.
• It got too thick: it got too cool, you can stir in a little more milk, 2 tbsp at a time.
• It’s too thin: the sauce needed to get a little hotter before adding the cheese, but don’t worry, it’ll thicken as it cools.
• It tastes a little floury: the roux needed to be cooked longer.

A lot of people in the comments also mentioned that it made too much sauce. It’s because the pasta should be measured by weight instead of cup measures/volume. If you end up with too much sauce, you can just cook a little more pasta, but Leta in the comments actually cuts it to 6 oz on purpose because she’s greedy with the cheese sauce.

Questions from the comments

Speaking of comments, I can’t believe this post has been up for so many years:

• Can I make it without Velveeta? Yes, but then it’s just mac and cheese, which is never anything to sneeze at. All you need to do is add 1/2lb of another cheese off the heat, a handful at a time.
• Do I really need the mustard powder? You don’t need it, the mustard is there to make the cheese taste cheesier (and maybe even yellow-er?). Plus dry mustard is the best way to keep mustard on hand when you need it, just mix up a little water and you have perfect mustard, no fridge space required. But if you don’t have mustard powder, Janine used dijon and I think that’s a great idea.
• Can I make the sauce on its own ahead of time? Yes, it keeps perfectly for 3-4 days and then you can gently warm it up (with maybe a lil more milk) and go from there.
• Can you make it gluten-free? Jane in the comments did and said it was great. You can use gluten-free pasta and skip the flour/roux (or use GF flour), but be sure to keep the butter and spices either way. You’ll probably need less milk as well, I’d start with 1 cup and go from there.
• Can you use half and half/cream? Yes! It’ll be richer and creamier and a few people in the comments seem to love it.
• Best add-ins: I didn’t come up with any so you all did: green onions (Nicole), diced ham (Mt), a little beer in the sauce, smoked sausage and jalapeños (Steve), a can of albacore tuna for an instant tuna casserole (Leta), and steamed broccoli (Chrysie). Bacon was a hit with Kristin’s husband but not her kids. Sherry added 4 oz of cream cheese and says it comes out very close to Popeyes’ mac and cheese. I’m gonna try Sherry’s trick next time.

Mac and cheese’s best friends

You can have a mac and cheese bar

To be honest, my favorite kind of mac and cheese (and every other pasta) is baked, but this is perfect for those times I don’t want to wait for baked! I just prepare the Velveeta mac and cheese and eat it straight from the pot.

xoxo Steph

Velveeta Mac and Cheese

If you’re looking for the creamy mac and cheese of your childhood, this is it.

Serves 4

4.61 from 274 votes

Prep Time 5 minutes mins

Cook Time 20 minutes mins

Total Time 25 minutes mins

• 8 oz macaroni about 2 cups dry, or other small pasta of choice, half a 1lb box
• 2 tbsp butter
• 2 tbsp flour
• 1/2 tsp garlic powder
• 1/2 tsp onion powder
• 1/2 tsp dry mustard powder
• 1.5 cups milk of choice
• 1/2 lb Velveeta cheese cubed
• 1/2 cup shredded cheddar

• Cook the macaroni in a large pot of salted water according to the package directions. Save a cup of pasta water, then drain well.

• In a large saucepan, melt the butter over medium heat. When melted, stir in the flour, garlic powder, onion powder, and dry mustard, until smooth and incorporated.

• Pour the milk into the pan in a thin stream while whisking, until smooth. Keep on medium heat, stirring occasionally, until the sauce bubbles and thickens, 3-5 minutes.

• Turn the heat to low, add the cubed Velveeta and shredded cheddar and stir until melted and creamy.

• Add in the drained macaroni, mixing until evenly coated, taste and season with salt and pepper. Loosen with pasta water if needed. Enjoy!

To bake: Cook the pasta 2 minutes less than the package and add an extra 1/4 cup of milk to the sauce. Scoop the mac and cheese into a oven safe casserole dish, top with 1/4 cup of shredded cheddar and 1/4 cup panko breadcrumbs or crushed ritz crackers and bake at 350°F until the cheese melts and is golden and crisp, 20-30 minutes.

Nutrition Facts

Velveeta Mac and Cheese

Amount Per Serving

Calories 501
Calories from Fat 198

% Daily Value*

Fat 22g34%

Saturated Fat 12.8g80%

Cholesterol 67mg22%

Sodium 920mg40%

Potassium 194mg6%

Carbohydrates 56.6g19%

Fiber 2g8%

Sugar 9.9g11%

Protein 21.9g44%

* Percent Daily Values are based on a 2000 calorie diet.