Total Time
Prep 20 mins
Cook 35 mins

Mac and cheese is one of the all-time comfort foods. When my kids' taste finally outgrew the boxed stuff, I came up with this recipe to satisfy their need for cheese (my daughter, in particular, is a cheese junkie). I'm sure this recipe contains influences from my Mother and Grandmother. It goes great with other comfort food staples like meatloaf, roast, pork roast, etc.

Ingredients Nutrition


  1. Preheat oven to 350°F.
  2. Prepare macaroni according to package directions.
  3. Melt butter in a large pan.
  4. Whisk flour into melted butter to create a light roux (paste).
  5. Slowly whisk milk into the roux, whisking constantly to avoid lumps.
  6. Allow milk and roux to heat for about one minute, then begin adding the Velveeta.
  7. Continue to gently whisk the mixture until all Velveeta has melted, then add a pinch of white or black pepper.
  8. After macaroni has cooked, drain the water from the pot and mix in the cheese sauce.
  9. Once the macaroni and sauce are mixed together, transfer to a 9 x 13 baking dish.
  10. Cook uncovered for 25-30 minutes or until bubbly.
  11. Sprinkle 1 or 2 cups of shredded cheddar cheese over the top and bake for 5 more minutes, or until cheddar cheese is thoroughly melted.
  12. Remove from oven and allow to cool for 5 to 10 minutes before serving.


Most Helpful

This was great, I don't like Velveeta cheese and I still enjoyed it. This has helped me on my way to "mastering" mac and cheese!

Miss Erin C. October 10, 2001

I loved this recipe. I used Velveeta Light and it still tasted delicious. Also, 1 cup of cheddar cheese was enough for us, but 2 cups would be good for a real cheese fanatic. This is a good make-ahead macaroni and cheese. Pop it in the oven 30 minutes before you're ready to serve.

Claire #3 August 12, 2002

This was a surprise hit. I was sure I wasn't going to like any sauce made with Velveeta, but a large brick of it bought at a bargain price was sitting in my fridge so I needed to start using it. I was unsure of the amount of dry macaroni to use (I had a 900-gram bag), so I tried 5 1/4 cups ... but I think that was a tad too much and next time will use 4 cups. This recipe was very easy to prepare, came together quickly, and was a HUGE hit with both my husband and teenage son. I liked the mild creamy/cheesy sauce; it was very old-fashioned and definitely qualifies as comfort food. I substituted a few shakes of Tabasco for the white pepper; that was the only change I made. Thanks for the recipe, Mark!

Lennie August 12, 2002

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