My super creamy homemade Velveeta Mac and Cheese is our beloved family favorite recipe we’ve enjoyed for years. This easy, from-scratch, baked macaroni and cheese casserole has a smooth, velvety cheese sauce (never clumpy!) covering tender pasta, then finished off in the oven. Bonus directions are included to make it gluten-free too.

a wooden spoon lifting out cheesy baked velveeta mac and cheese
One bite and you’ll know why we have made this Velveeta mac and cheese hundreds of times over many decades. It’s the creamiest baked mac and cheese ever!

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Velveeta Mac & Cheese – World’s Creamiest Recipe!

Everyone needs a go-to mac and cheese recipe. This homemade baked Velveeta mac and cheese recipe checks all the boxes. It’s ridiculously easy, decadently creamy, and hands-down the best version you’ll ever eat!

Nothing screams American comfort food more then a creamy, cheesy casserole. (Well, maybe a juicy, moist meatloaf recipe 🤷‍♀️) It’s a timeless classic that will always have a place at dinner tables and family get-togethers. Enjoy it as the main dinner course, or serve it as a side dish. It’s a great accompaniment to chicken, pork, bbq dishes, or meatloaf. 

This homemade version has been served in my family as long as I can remember. It seems like every birthday party or celebration included a bubbling casserole of rich, baked mac and cheese. Adults loved to indulge in their favorite comfort food, and kids were happy to fill their plates with it.

Besides the melty cheese topping and creamy interior, you’ll love how easy this recipe is to throw together. Make the quick cheese sauce, stir in cooked macaroni, and finish in the oven to melt gooey cheese on top.

Our traditional family recipe uses Velveeta cheese as the base of the sauce. We prefer it because it makes the creamiest mac and cheese and it’s hard to mess up! There’s no need to worry about grainy or congealed sauces.

This was an easy and delicious recipe! I’m 46 years old and am ashamed to say I had never made homemade baked Mac & Cheese before. I found this recipe and tried it for a family get-together and everyone loved it! Even my husband’s mom, who is extremely picky and hard to please, said it was the best she’d ever had. That’s a win!

—Janet
a spoon lifting out a bite of mac and cheese from a blue bowl
Creamy, gooey, cheesy casserole goodness. It doesn’t get more comforting then a stringy cheese pull.

Let’s Make This Together!

(Below shows step-by-step photos and modified instructions. For the complete recipe, along with ingredient amounts, scroll down to the recipe card.)

Prep your ingredients for success!

Preheat oven to 350ºF (175ºC). Once you start the stove top part, it comes together quickly, so it’s best to get everything ready beforehand. Boil and drain the elbow pasta, cube the Velveeta, and measure out flour, butter, salt, and pepper.

all the ingredients prepped to make baked mac and cheese.
Everything comes together quickly on the stove top first, so make sure your ingredients are measured and prepped.

Make the roux

To make the roux, which is a fancy name for fat and flour combo, melt the butter in a large saucepan. Whisk in flour, salt, and pepper until it bubbles.

the butter and flour in a saucepan, bubbling.
A butter and flour roux is whisked together first to build the cream sauce. This helps the cheesy sauce stay smooth, never grainy, even with baking.

Add the milk and Velveeta cheese

To finish building the cream sauce, slowly whisk in milk. Bring to a boil and cook for 1-2 minutes, or until it’s thickened. Lower heat, add cubed Velveeta cheese, and stir until sauce is smooth. This will take a few minutes it’s best to add handfuls at a time.

cream sauce with velveeta cheese added in.
Slowly add in the Velveeta cheese cubes until everything is melted.

Stir in macaroni and bake

Now’s the time when that large saucepan comes in handy. Add the cooked pasta and stir to combine. Transfer it to a greased baking dish, and if you want to up your cheese game, add freshly grated cheddar to the top before baking. Bake for 30 minutes, or until hot and bubbly throughout.

the cooked pasta being added to the cream sauce.
I like to use a large saucepan so I can add the cooked macaroni right to the pot.
cheese being sprinkled on the mac and cheese before baking.
Spread in a casserole dish and top with more cheese. Why not?!

Making it Gluten-Free

I often make this mac and cheese recipe gluten-free by making a couple simple adaptations. First there’s a couple ingredient swaps – gluten-free flour and gluten-free pasta. Easy enough.

But I don’t like to just stop there because I find only swapping out the ingredients will get you to just okay results (mushy pasta problems). I recommend using my preferred brand of GF macaroni that does a great job of holding its shape, even with baking. Rummo gluten free elbows or penne and I’ve had great results with Jovial brand.

Next, when boiling GF pasta, cook it for half the time called for al dente pasta. Gluten free macaroni goes from perfectly cooked to mushy fast. By par-boiling the pasta, it will finish cooking in the oven as it bakes.

Avoiding grainy mac and cheese

I find using Velveeta avoids problems with seized, curdled mac and cheese. But, through a lot of recipe testing, I’ve found some easy ways to avoid that problem.

Most importantly – don’t overheat. When making the sauce, lower the heat of the milk before adding the cheese. If the mixture is too hot the cheese will seize and separate. When adding the cheese, do it slowly and gradually. Grating or cubing cheese and adding a bit at a time helps it emulsify into the sauce.

Also, pull the baked casserole from the oven once the cheese starts to bubbly around the edges and the middle is very hot. Baking it for too long can also cause the sauce to break.

casserole dish with a wooden spoon scooping out mac and cheese
Top you mac and cheese with additional cheese, buttered breadcrumbs, crushed crackers, or sliced tomatoes. We have done it all over the years!

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a wooden spoon lifting out cheesy baked velveeta mac and cheese
4.23 stars (174 ratings)

Creamiest Baked Velveeta Mac and Cheese

Melissa Erdelac of MamaGourmand headshot in patterned dress.Melissa Erdelac
Yield: 6
Prep Time: 15 minutes
Cook Time: 25 minutes
Total Time: 40 minutes
My super creamy homemade Velveeta Mac and Cheese is our beloved family favorite recipe we've enjoyed for years. This easy, from-scratch, baked macaroni and cheese casserole has a smooth, velvety cheese sauce (never clumpy or grainy!) covering tender pasta, then finished off in the oven. Bonus directions are included to make it gluten-free too.
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Ingredients
 

Equipment

Instructions
 

  • Spray a 11X7 or 2 ½ quart casserole dish with cooking spray. Set aside. Preheat the oven to 350ºF. 
  • Cook the macaroni according to the directions for almost al dente (about 1 minute less). The macaroni will finish cooking in the oven once it’s assembled. Drain and set aside. (See recipe notes for gluten free adaptation.)
    2 cups uncooked elbow macaroni
  • Melt the butter in large saucepan over medium heat. As soon as the butter is melted, whisk in flour, salt, and pepper. Cook for about 30 seconds – 1 minute, or until mixture bubbles.
    3 tablespoons unsalted butter, 2 tablespoons all-purpose flour or gluten free all-purpose flour, ½ teaspoon salt, dash pepper
  • Slowly whisk the milk into butter / flour mixture and bring to a boil. Boil for 1-2 minutes, or until thickened.
    2 cups milk
  • Reduce heat to low and gradually add chopped Velveeta cheese, a handful at a time. Stir until the cheese is melted and sauce is smooth, about 5 minutes. Stir in cooked macaroni.
    8 ounces Velveeta
  • Transfer combined mac and cheese to prepared casserole dish. Top with optional cheddar cheese, and bake for 30 minutes, or until cheese topping is melted and mac and cheese is bubbly.
    1 cup (optional) shredded cheddar cheese

Notes

Gluten-Free Modification
  1. Substitute gluten free flour for all-purpose flour. 
  2. Use gluten free macaroni. My favorite brand to use is Barilla Gluten Free Elbows. 
  3. When boiling the gluten free macaroni, cook it for half the time called for al dente pasta. Gluten free pasta has a tendency to overcook and become mushy. By par-boiling the pasta, it will finish cooking in the oven as it bakes.
Toppings and Add-Ins
Sometimes I throw in a 1/2 teaspoon dry mustard, garlic powder, onion powder, or a few dashes of hot sauce. For extra creaminess, stir in 1/2 cup sour cream or 4 ounce cream cheese. 
As for toppings, sometimes we do half and half to hit everyone’s faves. We’ve done crumbled potato chips, crushed Cheez-its, sliced hot dogs, bread crumbs, sliced tomatoes, broccoli, or french fried onions.
Calories: 432kcal, Carbohydrates: 45g, Protein: 21g, Fat: 18g, Saturated Fat: 11g, Cholesterol: 57mg, Sodium: 1000mg, Potassium: 363mg, Fiber: 2g, Sugar: 9g, Vitamin A: 815IU, Vitamin C: 1mg, Calcium: 459mg, Iron: 1mg
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