Baked Velveeta Mac and Cheese
Published Nov 11, 2019 Updated Mar 06, 2026
This post may contain affiliate links. Please read our disclosure policy.
This velveeta mac and cheese is the ultimate creamy comfort food. A baked family recipe made with a rich, velvety cheese sauce tossed with pasta and topped with a crunchy Ritz cracker topping that makes it so darn good. If you’re craving classic mac and cheese, this baked version delivers the creamiest, cheesiest comfort food and always brings everyone back for seconds!

Why You’ll Love Velveeta Mac and Cheese
This baked Velveeta mac and cheese recipe has been in my family for years, passed down from my mom, Tina AKA Teen Teen. It’s the mac and cheese that shows up on our holiday table, the one everyone asks for at gatherings, and the dish my girls already request again and again!
If you love cozy comfort foods like my southern baked mac and cheese, baked tortellini lasagna, or pesto grilled cheese, this velveeta mac and cheese recipe will quickly become a favorite in your home, too!
And let’s talk about that crunchy Ritz cracker topping! That buttery, crunchy layer on top adds the perfect contrast to the creamy pasta underneath. And trust me, once you take that first bite, you’ll see exactly why this family recipe has been around for so many years!
Ingredients You’ll Need

- Pasta: Elbow macaroni or shell pasta both work great. Short pasta shapes hold onto the creamy sauce best.
- Velveeta cheese: Cubed Velveeta melts into a silky cheese sauce that gives this dish its signature creamy texture!
- Butter: Adds richness and helps the cheese melt into the pasta.
- Shredded cheddar cheese: This adds extra cheesy flavor on top of the casserole.
- Ritz crackers: Crumbled Ritz crackers create the crunchy topping that makes this baked macaroni and cheese with Velveeta so delicious!
- Salt and pepper: Simple seasoning that enhances the cheese sauce.
How to Make Velveeta Mac and Cheese
Step 1: In a large pot, add 5 cups of water and a pinch of salt and bring to a boil. Add the pasta and cook until the noodles are just shy of al dente and most of the water has been absorbed. Cooking the pasta slightly under al dente helps prevent it from becoming mushy while it finishes baking in the oven.
Step 2: Remove the pot from the heat, but do not drain the pasta! There should be about 1 cup of starchy pasta water remaining in the pot. If there is more than that, carefully drain a little off, leaving enough liquid to help create the creamy cheese sauce.
Step 3: Add butter and cubed Velveeta cheese to the pasta and stir until melted and combined. Season with salt and pepper to taste.
Step 4: Coat a 9×13 casserole dish with cooking spray and transfer the creamy pasta mixture into the dish, spreading it evenly.
Step 5: Sprinkle shredded cheddar cheese evenly across the top.
Step 6: Crumble the Ritz crackers in a food processor and sprinkle them evenly over the casserole.
Step 7: Bake in a 350°F oven covered with foil for about 15 minutes. Remove the foil and bake for another 5 minutes until the topping becomes golden and crisp.

Mac’s Pro Tip
Expert Tips for the Creamiest Mac and Cheese
- Velveeta is the secret to the smoothest cheese sauce. I’ve tested this recipe with several cheeses over the years, and Velveeta consistently gives the creamiest texture!
- Do not drain the pasta water completely! Leaving some of that starchy water helps the cheese melt into the noodles and keeps the sauce from becoming too thick.
- Cook the pasta slightly under al dente so it finishes cooking in the oven without turning mushy.
- Avoid overbaking the casserole. Baking longer than recommended can cause the sauce to thicken too much and lose its creamy texture.
- If you enjoy a little heat, sprinkle a pinch of red pepper flakes into the cheese mixture before baking.
Serving Tips
This baked macaroni and cheese with Velveeta pairs beautifully with so many things. It’s especially perfect during the holidays when everyone is craving those nostalgic dishes that bring people together.
Serve it alongside something fresh like my broccoli salad recipe, add some protein with my BBQ crockpot pulled pork, or enjoy it as the main event for an easy, delicious family dinner!

How to Store and Reheat
- To freeze, allow the mac and cheese to cool completely before storing it in a freezer-safe container. Thaw overnight in the refrigerator before reheating.
- Store leftover mac and cheese in an airtight container in the fridge for up to 4 days.
- To reheat, place a portion in a microwave-safe dish with a small pat of butter and warm until heated through, stirring occasionally.
- You can also reheat the dish in the oven by placing it in an oven-safe dish and warming at 350°F for 15-20 minutes.
Recipe FAQs
You most likely overbaked it. Cooking the pasta slightly under al dente and leaving some pasta water helps keep the sauce creamy!
Yes! Prepare the pasta and cheese sauce as directed and skip the baking step. The baked version adds a crispy Ritz topping and thicker texture, but the stovetop version is just as creamy.
Yes! Assemble the casserole ahead of time, refrigerate it, and bake just before serving.
This Velveeta mac and cheese recipe is one of those dishes that always brings comfort to the table. It’s creamy, cheesy, and topped with that irresistible crunchy Ritz topping that makes every bite so darn good!
More Comfort Food Recipes
SHOP MY POST
Follow on Instagram
If you love this velveeta mac and cheese recipe, please give it a star rating and leave a comment below! Follow me on Pinterest, Facebook, and Instagram for more!

Baked Velveeta Mac and Cheese
Ingredients
- 16 oz box pasta elbow or shell
- 5 cups water to boil the noodles
- 1 1/2 lb Velveeta Cheese or shredded cheese of choice 3 1/2-4 cups, cubed *See Notes
- salt and pepper to taste
- 3/4 stick butter
- 1 1/2 sleeves Ritz Crackers crumbled
- 1 1/2 cup shredded cheddar cheese
Instructions
- In a large pot, add 5 cups of water a little salt and bring to a boil. Pour in pasta. Let it cook slowly until most of the water cooks away. Be sure to cook pasta one minute shy of al dente (still a bit firm) according to the package instructions. This will allow the noodles to not overcook in the oven.
- Remove from heat but DO NOT DRAIN WATER. There should be a little water left in the pasta. If there is a ton of water left, you can drain off a little, but be sure to leave at least 1 cup of pasta water. This will help with the creamy texture.
- To the noodles and pasta water, add butter and the cubed Velveeta Cheese (or cheese of choice) and mix until combined with a spoon. Add salt and pepper to taste
- Coat a 9×13 casserole dish with cooking spray and transfer the creamy mac and cheese to the dish. Evenly spread out.
- For an even cheesier flavor, add 1 1/2 cup shredded cheddar cheese to the top of the noodles.
- Crumble the 1 1/2 sleeves of Ritz crackers in a food processor. Transfer the crumbled crackers evenly over the top of the mac and cheese.
- Bake in a 350 degree oven covered with aluminum foil for about 15 mins. Take off foil and let topping brown for approximately 5 mins.
Notes
- Velveeta is the secret to the smoothest cheese sauce. I’ve tested this recipe with several cheeses over the years, and Velveeta consistently gives the creamiest texture!
- Do not drain the pasta water completely! Leaving some of that starchy water helps the cheese melt into the noodles and keeps the sauce from becoming too thick.
- Cook the pasta slightly under al dente so it finishes cooking in the oven without turning mushy.
- Avoid overbaking the casserole. Baking longer than recommended can cause the sauce to thicken too much and lose its creamy texture.
- If you enjoy a little heat, sprinkle a pinch of red pepper flakes into the cheese mixture before baking.
- Store leftover mac and cheese in an airtight container in the fridge for up to 4 days.
- To reheat, place a portion in a microwave-safe dish with a small pat of butter and warm until heated through, stirring occasionally.
- You can also reheat the dish in the oven by placing it in an oven-safe dish and warming at 350°F for 15-20 minutes.
- To freeze, allow the mac and cheese to cool completely before storing it in a freezer-safe container. Thaw overnight in the fridge before reheating.
Nutrition
Nutrition information is automatically calculated, so should only be used as an approximation.




















Well Mac and Cheese is forever changed now!!
That just made my day. Thank you for this review!
Can’t wait to make this for Friendsgiving, I’ve been looking forward to trying this recipe for weeks! Is there a particular Cheddar Cheese you like to use for the shredding topping? Thanks!
Any tips for making this in advance and bringing it to Thanksgiving dinner? Could I preassemble and bake there or freeze it and bake later?
You could make everything the day before except for the topping. Store in the fridge, wrapped, then make the topping and add before re-heating.
Looking forward to trying this recipe on my son’s university men’s volleyball team this week when they come for dinner! I plan to make it the day before and double the recipe. How long should I then cook it for so I don’t overcook it? I’m sure it will be a huge hit along with cooked ham and Caesar salad! ❤️ Thanks Ashley!
Just let it cook until the sides begin to bubble. I’ve double the recipe before and really didn’t make a major adjustment to the cooking time. Hope they love it!!
So excited to make some of your recipes for Thanksgiving! Thank you for a variety of different ideas!
This recipe is almost identical to my family’s “secret family Mac & cheese recipe” with the exception of one added ingredient. (They add a little bit of evap milk)
Just made your version and I’m excited to try it tomorrow for Thanksgiving!
My favorite new way to make Mac and Cheese! Made this for Thanksgiving and plan to every year now.
This is so great to hear! Thank you.
I made this for Thanksgiving and now it is the only thing my Father In Law requests I bring to family dinners!
Thank you Ashley! So happy to hear
We absolutely love this recipe!! It’s a staple in our house. Creamy and delicious!!