Classic Velveeta Mac & Cheese

"My son is a very picky eater, but loves Velveeta cheese. I make this for every holiday so he will at least eat something. When my aunt visited relatives in Florida for Thanksgiving, she called to get this recipe so they could have it for Thanksgiving dinner."
photo by Linajjac photo by Linajjac
photo by Linajjac
photo by Amanda H. photo by Amanda H.
photo by Myoung2u photo by Myoung2u
photo by Sassy J photo by Sassy J
photo by Denise R. photo by Denise R.
Ready In:




  • Preheat oven to 350 degrees.
  • Cook macaroni according to directions and drain.
  • Melt margarine in a large saucepan.
  • Add flour and whisk together.
  • Whisk in milk and cook over medium heat until mixture starts to bubble and thickens.
  • Stir constantly.
  • Add chunks of Velveeta and allow to melt.
  • Salt and pepper to taste.
  • Pour macaroni into a 13x9 oblong baking dish.
  • Pour sauce over macaroni.
  • Bake in the oven for 20 minutes, then put extra slices of cheese on top.
  • Bake for another 5 minutes until cheese melts.
  • Allow to cool for a few minutes, then serve.

Questions & Replies

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  1. Terry S.
    Would this feed 8 people, or should I double it?
  2. rlmawhite
    Can I prep this the night before and then bake it the next day? I am hosting a crowd and want to do some of the work ahead.


  1. Amanda H.
    Used this receipe for easter dinner & it turned out fantastic! Everyone loved it, the only thing I did different was I put the velveeta cheese slices on right away & sprinkled bread crumbs on top, then baked.
    • Review photo by Amanda H.
  2. Patty M.
    We loved this recipe, but I made a few changes as suggested by other reviewers. I pre-cooked the macaroni, but only for 5 minutes--not the 9-12 minutes suggested on the box. In that way, the macaroni, even after being in the oven, was still firm and not mushy. I used the amount of milk suggested, but lowered the chunk cheese amount to 7 ounces (so it wasn't as cheesy). And, for the last five minutes of cooking, I put my dish under a low broil so it melted and browned the cheese on top. We'll definitely make this again!
  3. Yorkie29
    I have been looking for the ULTIMATE Mac N Cheese recipe--and this is it! This the most moist and yummy I have ever made. It reheats in the microwave and is still creamy and moist as when it first came out of the oven!! I added a few of my own touches--a small amount of yellow mustard and nutmeg and topped it off with some crushed Ritz cracker crumbs drizzled with melted butter before baking.
  4. Mary N.
    This was very good mac and cheese! You have to like velveeta though! I cut the sauce in half and used the same amount of noodles and while I could have used maybe 3/4 of a cup more milk when making the sauce (it will look on the thin side and you want it thinner because it will be absorbed when baking), it was just about perfect. It made just shy smaller than 13X9 pan (I think it was 10x8 or something). I would recommend mixing the sauce with the pasta well before pouring into the baking pan. I personally didn't like the dry noodles on the bottom. I like my sauce thoroughly mixed throughout! Also leave your pasta on the underdone side when boiling so that it will be al dente after baking. Since I had a smaller pan, I also baked for less time. Thanks for posting kmdipaolo!!! Great recipe!
  5. JenniferPT
    It's the only recipe I use now. It's creamy goodness, baked! No separation. Top it with buttered bread crumbs for extra yumminess. Maybe add some cheddar in once in a while for some extra zip! I used this recipe for a football award banquet for 300 people and got all thumbs up on it.


  1. gdeezy
    Surprisingly good! I was snowed in this weekend and was unable to go to the store for cheddar cheese that I use in my usual recipe. So, I found this recipe and thought "what the heck". It was delicious! I actually liked it better than my recipe that calls for cheddar. I especially liked the creamy texture. I didn't top it with Velveeta slices but used buttered bread crumbs instead. This recipe is a keeper!



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