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Home ≫ Side Dish

Velveeta Baked Mac and Cheese Casserole

By Nikole Berg Jun 12, 2025

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Looking for the ultimate comfort food that delivers creamy, cheesy goodness in every bite? This Velveeta baked mac and cheese is a classic recipe that blends sharp cheddar with smooth processed cheese for a creamy texture that’s downright irresistible. Whether you're serving it as a hearty main dish or a comforting side, this easy mac is a guaranteed hit with the whole family.

The completed baked mac and cheese scooped out of the dish.

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Why my recipe

This Velveeta baked mac and cheese delivers that nostalgic, cheesy flavor you remember from childhood—with a little grown-up twist. Using Velveeta guarantees extra creaminess, while sharp cheddar adds bold flavor. The homemade cheese sauce starts with a buttery roux, building a depth of flavor you just can’t get from boxed versions. It’s a go-to recipe that works for holiday meals, weeknight dinners, or whenever the craving for cheesy mac hits. 

Try my other favorite pasta comfort food, Olive Garden Chicken Con Broccoli copycat.

Ingredients

  • Macaroni pasta – Large elbow macaroni works best, but small shells or rotini are fine substitutes.
  • Velveeta cheese – Velveeta is the classic choice for creamy texture, but American cheese or cream cheese can be used.
  • Shredded sharp cheddar cheese– White or yellow cheddar are both great. You can also mix in mozzarella for extra gooeyness.
  • Butter – Adds rich flavor. Substitute with olive oil in a pinch.
  • All-purpose flour – Used for the roux. Gluten-free flour works as a swap.
  • Whole milk – Adds richness; you can substitute with 2%, heavy cream, or even a little sour cream for tang.
  • Dry mustard powder – Enhances flavor. Dijon mustard works in a pinch.
  • Onion powder – Adds subtle savory depth. Garlic powder is a good alternative.
  • Cayenne pepper – Optional for a little kick; hot sauce can be used instead.
  • Black pepper – For seasoning the creamy cheese sauce.

Optional toppings: bread crumbs, crushed Ritz crackers, or potato chips can be sprinkled on top of the pasta before broiling for added crunch.

Ingredients to make the recipe.

Directions

  1. Preheat your oven to 400°F and grease a 9 x 13 inch casserole dish with butter or cooking spray.
  2. Boil a large pot of salted water and cook macaroni until just al dente (about 8 minutes) or according to package instructions. Drain in a colander.
  3. Meanwhile, make the cheese sauce: In a medium pan over medium heat, melt butter and whisk in flour. Cook, stirring constantly, until the roux is golden and nutty-smelling.
  4. Gradually whisk in milk until smooth. Stir in dry mustard, onion powder, cayenne, and black pepper along with the cubed Velveeta and let it melt completely.
  5. Add cooked pasta to the cheese sauce and gently fold to combine.
  6. Pour noodles intot he casserole dish. Sprinkle shredded cheddar over the top. Cover with foil and bake for 25 minutes until bubbling.
  7. Remove foil, broil for 5 minutes, or until golden brown on top.
Cut up pieces of velveeta cheese.
Making the roux for the cheese sauce.
Adding velveeta to make the cheese sauce.
Making a creamy sauce of velveeta.
Mixing the cooked macaroni with cheese sauce.
Shredded cheese layered on top of mac and cheese in a baking dish.
The mac and cheese baked.
A scoop of baked mac and cheese.

Tips for success

  • Cook pasta just to al dente so it doesn’t get mushy while baking.
  • Stir cheese sauce frequently while melting to avoid scorching.
  • Want extra richness? Add a spoonful of sour cream or a dash of heavy cream to the sauce.

How to store

This recipe feeds a crowd, so if you any leftover Velveeta baked mac and cheese, you'll be glad to know it store well in the freezer and fridge!

Let leftovers cool to room temperature before storing in an airtight container. Keep in the fridge for up to 4 days. To reheat, use the microwave or stovetop (with a splash of milk to revive the creamy texture if it's dry). You can also freeze portions in a freezer-safe container for up to 2 months—just thaw overnight before reheating.

More cheesy pasta recipes

  • Hamburger Helper Cheeseburger Pasta Copycat
  • Baked Broccoli Cheddar Chicken Noodle Casserole
  • Homemade Beefaroni
  • Meatless Baked Ziti
  • Pumpkin Mac and Cheese
The completed mac and cheese in a baking dish.

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Homemade baked mac and cheese.

Velveeta Baked Mac and Cheese

Recipe by Nikole Berg
Creamy Velveeta baked mac and cheese made with sharp cheddar and a buttery roux. The perfect comfort food casserole dish for the whole family.
4.84 from 6 votes
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Prep Time 20 minutes mins
Cook Time 40 minutes mins
Total Time 1 hour hr
Course Side Dish
Cuisine American
Servings 12 Servings
Calories 334 kcal

Ingredients
 
 

  • Butter or Cooking Spray to grease a 9 x 13 inch casserole dish
  • 1 pound large macaroni pasta
  • 16 ounce package processed cheese such as Velveeta, cut into one inch cubes
  • 2 cups shredded sharp cheddar I use white but yellow works too
  • 2 tablespoons butter
  • 2 tablespoons flour
  • 1.5 cups milk whole or 2%
  • ½ teaspoons dry mustard
  • 1 teaspoon onion powder
  • ¼ teaspoon cayenne pepper or to taste, a couple dashes of hot sauce can be used instead
  • ½ teaspoon pepper
US Customary - Metric

Instructions
 

  • Heat oven to 400º.
  • Use butter or cooking spray to grease a 9 x 13 inch casserole dish.
  • Bring a large pot of salted water to a boil. Cook macaroni for 8 minutes then drain in a colander.

For cheese sauce

  • Melt 2 tablespoons butter in a medium pan over medium heat. Add the flour and stir constantly (to prevent scorching) until roux is a golden color and smells nutty (about 5 minutes).
  • Slowly add milk to roux, stirring with a whisk, until combined. Add mustard powder, onion powder, cayenne pepper, and black pepper and stir into roux. Add the cubed Velveeta. Stir until melted.
  • Pour the cooked macaroni noodles into the cheese sauce and gently stir to combine. Then add the noodles to the casserole dish and top with shredded cheddar cheese. Cover with foil and bake for 25 minutes and bubbling. Turn the oven to broil, remove the foil, and bake until desired golden brown top is achieved.

Notes

  • You can serve this as a "stove top" mac and cheese. Stir the cheddar cheese into the mac and skip the baking step.
  • Cook pasta just to al dente so it doesn’t get mushy while baking.
  • Stir cheese sauce frequently while melting to avoid scorching.
  • Want extra richness? Add a spoonful of sour cream or a dash of heavy cream to the sauce.

Nutrition

Serving: 12gCalories: 334kcalCarbohydrates: 35gProtein: 17gFat: 14gSaturated Fat: 9gCholesterol: 43mgSodium: 744mgPotassium: 233mgFiber: 1gSugar: 4gVitamin A: 665IUCalcium: 362mgIron: 1mg
Keyword Baked Mac and Cheese, Homemade Mac and Cheese, Southern Mac and Cheese, Velveeta Mac and Cheese
Tried this recipe?Click here to leave a helpful tip!

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About Nikole Berg

Nikole is the creator and photographer behind The Travel Palate, a food and travel blog featuring quick and flavorful recipes and getaway guides. Nikole hopes to inspire your inner foodie whether you're in the kitchen or traveling on your next adventure.

Reader Interactions

Comments

  1. Jenny

    October 08, 2021 at 7:16 pm

    Delicious! Mine turned out a bit too mustardy and slightly dry (I think due to my oven). I'll probably use slightly less mustard powder and more milk next time. So good though.

    Reply
  2. Alice

    April 27, 2019 at 1:01 pm

    My favorite recipe of all time! My family loves Mac and cheese.

    Reply
  3. Lee

    April 14, 2019 at 5:19 pm

    One of the best Mac and Cheese recipes I’ve tried!

    Reply
4.84 from 6 votes (6 ratings without comment)

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