Velveeta Mac and Cheese

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.

Velveeta mac and cheese on a plate with breadcrumbs on top

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 Cock 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.

Preparing the cheese sauce for Velveeta Mac and Cheese

Velveeta Mac and Cheese in a baking dish

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.

A baking dish of Velveeta mac and cheese with a serving spoon

Cook your pasta al dente so that it doesn’t overcook while baking in the oven or while reheating.
If your cheese sauce is too thick, reserve a little pasta water to help thin it out or add a splash of milk. If it’s too thin, sprinkle in a little extra cheddar cheese and stir until thickened.
If you want your breadcrumb topping extra crispy, broil it for 1-2 minutes at the end, keeping a close eye on it to ensure it doesn’t burn.

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!

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Recipe updated 11/1/25 for improved consistency.

image of Everyday Comfort cookbook by Holly Nilsson of Spend With Pennies plus text

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Prep Time 15 minutes

Cook Time 30 minutes

Resting Time 5 minutes

Total Time 50 minutes

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.

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

Course Casserole, Main Course, Pasta, Side Dish

Cuisine American

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