Oven Baked Macaroni and Cheese

There are so many different ways to prepare Mac n Cheese…different cheeses, different methods of cooking, even different noodles! This is my family’s recipe…it is very simple, creamy, and oh so yummy! This dish is made at most of our family gatherings because it is easy to double. (I can bet it will be served as a side at Grandma’s this Christmas)  Enjoy!

Melt together butter, cream, milk, salt and pepper over med heat
Add Velveeta 
Stir well until melted 
In boiling water, add 2 cups of dry macaroni and cook until al dente (soft/firm- not mushy) 
“Pam” a dish with high sides (DO NOT use a 9×13 pan) 
Drain macaroni (Do not rinse!)
Add macaroni into pot with cheese sauce and stir (it will seem runny, but it thickens as it bakes)
Place uncovered in oven set at 350 and bake for 35-45 mins
AHhhhhhhh…..Comfort Food bliss!!
5.0 from 1 reviews
Oven Baked Macaroni and Cheese
Serves: 10
Prep time:
Cook time:
Total time:
  • 16 oz brick Velveeta Cheese
  • ½ cup butter (1 stick)
  • 2 cups milk
  • 1 tsp salt
  • ½ tsp pepper
  • 2 cups dry macaroni
  1. Melt butter with, milk, salt and pepper.
  2. Add Velveeta cheese, melt and stir together.
  3. Boil macaroni in water until al dente, drain and add noodles to cheese sauce in pot. Place all ingredients into a greased baking dish with high sides.
  4. Cook uncovered for 35-45 mins in a 350 oven.
I am participating in Tempt my Tummy Tuesdays @ At the Well, and Tasty Tuesdays @ Balancing Beauty and Bedlam. To see more recipe ideas, please visit these lovely ladies sites! 



  1. That seems so delicious!!! I will make some this evening. My son have ski club this afternoon and tommorow morning this meal is perfect for him (and for me seems easy to make and so I can use what is in my pantry because we have a good snow fall about 60 cm!!!!!!! It's hard to go shopping)
    Blessings from France

  2. Janelle Nehrenz says:

    Suzel…it will be a perfect meal for your son to come home to! Stay warm My Friend!!!! I am on my way back home from vacation …I hear it is snowing there too! But, that is what it is supposed to do in December! I love it!

  3. Darlene Schacht says:

    I've always wanted a recipe for oven baked macaroni and cheese. I only make Kraft dinner with the exception of once I think, but can't remember the recipe. So now that this one's handy. Yum!!

  4. Janelle Nehrenz says:

    Oh Darlene, for an oven baked recipe…this is it girl! It is so easy and is deeeelish! Let me know how you like it!

  5. Ammie @ domesticallyobsessed.com says:

    This is my new favorite site!!!! And this mac and cheese is JUST the recipe I have been looking for! My husband is a mac and cheese FREAK and this looks fairly easy to do. I make pork chops and boxed mac & cheese but I'm gonna try this! Thanks for the awesome recipe and step by step. Off to the market!

  6. Janelle Nehrenz says:

    Ammie, bless your heart! I have faith this recipe will be a winner in your home 🙂 Thanks for the encouragement!

  7. Would it be possible to use something other than Velveeta, perhaps a good quality grated / shredded cheese? Thanks! Nikki

  8. Janelle Nehrenz says:

    Hi Nikki! I found a similar oven baked recipe that calls for cheddar cheese, so the answer is yes! http://allrecipes.com/Recipe/Homemade-Mac-and-Cheese/Detail.aspx
    http://www.womenlivingwell.org has a mac n cheese crockpot recipe you may enjoy too!

  9. I have made it and it tastes great. I had to stir it once during baking as the bottom was getting all cooked up and thickened while the top was still very liquid-y. But the end result was great and it re-heated very well on the next day. I doubled the recipe and it was a hit. Thanks for a great recipe, Janelle!

  10. Janelle Nehrenz says:

    Awesome Helen! Yep..if you doubled it, that is exactly what you would have to do…stir, stir, stir! Great job!!!! Thanks for sharing! Have a Merry Christmas!!!! Love, Janelle

  11. I am going to try this with cheddar and not Velveta- what do you think?

  12. Janelle Nehrenz says:

    Hi JMC! I found a similar oven baked recipe that calls for cheddar cheese, so the answer is yes! http://allrecipes.com/Recipe/Homemade-Mac-and-Cheese/Detail.aspx
    http://www.womenlivingwell.org has a mac n cheese crockpot recipe you may enjoy too!

  13. Oh my goodness! I just made this to go with our dinner tonight. The Best Macaroni I've Ever Had!!!
    Thanks for this recipe.

  14. Janelle Nehrenz says:

    Kim, soooo happy you like it! I do too!!!! I have made this more times than I can count, lol…MMMM!!!!!

  15. In Awe of Applique says:

    Janelle~ this is SOOOOO yummy! My boys informed me that boxed mac n cheese is never to touch their lips again! I made it again tonight, but experimented by using 2 c of 1% milk and 1/4 c butter and it was still wonderful, I can see this becoming a family favorite! Thank you!

  16. Janelle Nehrenz says:

    Thank you so much for those kind words!!! Yes..you most definately can use all milk and experiment! Awesome!!!

  17. Anonymous says:

    Janelle, any ideas about what to use to make the top "crusty" – would I use bread crumbs, stuffing mix??? Would appreciate your advice! Thanks,Jenny C. at orosco99@juno.com

  18. Janelle Nehrenz says:

    Hi Jenny! 1 cup melted butter and 1 cup bread crumbs will do the trick 🙂

  19. Ammie @ domesticallyobsessed.com says:

    Hey Janelle-I finally gave this recipe a shot, but I used 1 3/4 cup whole milk instead of cream. I will probably try it next time with half a stick of butter as well, but it came out FANTASTIC. I waited so long b/c I couldn't find a supermarket that carried the Velveeta brick! It was homey, comfy, and delish and my husband loved it! Thanks so much for the recipe and inspiration! yummmmm!

  20. Janelle Nehrenz says:

    So glad you liked it Ammie!!

  21. Farmhouse Blessings says:

    I can hardly wait to give this one a try! Thank you!

  22. Farmhouse Blessings says:

    I made it today. My very first homemade and now I understand why they call it Comfort Food! Mmmmmmm …

  23. Janelle Nehrenz says:

    So glad you liked it!!! lol!

  24. I am curious…why did you say NOT to use a 13×9 pan? I made this tonight and cooked it in one because I completely missed that part :0

    It was HANDS DOWN my favorite mac and cheese ever!!! Thanks so much for sharing. LOVE your site!

  25. Hey – I know I posted a comment before – but I wanted to make sure I reinforce that this is hands down the best mac-n-cheese recipe. Except now I am stuck making it so often because many people request it now (they say after trying this mac-n-cheese any other mac-n-cheese out there just doesn't do it)… so thanks Janelle once again for a great recipe

  26. Have you ever tried to double or triple the recipe then freeze it? I’m always looking for new freezer meal ideas. I put it on my menu plan for next week, can’t wait to try it!

  27. Just finished cleaning up lunch. It was so easy to do dishes because everybody finished all of it! Even Dad got seconds! Will defiantly be making this again.

  28. I’m sorry I’m such a novice, but may I ask where you find “cream” in the store? Are there different types of cream or one in particular I should look for?
    Thank you!

  29. Hello i have a question! 🙂 Ive made this before and LOVED it. But i noticed your photo says “Melt together butter, cream, milk, salt and pepper over med heat” and in the list of ingredients there is no measurement for that, or any cream ingredient added there. How much cream do we use?


    • I’m sorry! I used 1/2 cream and 1/2 milk and many people said that they didn’t have cream. I tried it with all milk and it works just fine, so I changed the recipe 🙂 You can do either way and it will turn out delicious. I will have to change that.

  30. YUM!


  1. […] out the door for basketball! On our busy day this week, we had Sweet and Sour Lit’l smokies, mac n cheese, and a salad. A very simple yet palatable meal for the little ones…Don’t underestimate […]

  2. […] Macaroni & Cheese (last year I did my healthy one, this year I went […]

  3. About The Birthday Encouragement Homemade 12 Boxed

    […] t was great and it re-heated very well on the next day. I doubled the recipe and […]

Speak Your Mind


Rate this recipe: