Velveeta Macaroni and Cheese

16 May

Mom and Aunt Jaymie

One of my favorite memories growing up is “Kid Friendly Dinners.” On Tuesdays and Thursdays (Dad’s late nights) Mom would make me and Gabe anything we wanted for dinner even if we each wanted something different. We were allowed to have bad table manners (i.e. elbows on the table), but on the nights Dad was home we were to be on our best behavior. This mac ‘n cheese recipe was a regular request for Kid Friendly Dinners, and it was one of Mom’s favorites when Grandmama used to make it for her. You may substitute the Velveeta for cheddar or another healthier cheese, but it won’t taste nearly as good! Mom usually served it with carrots arranged in the shape of smiley faces. When she was short on time, Mom made us Annie’s Macaroni and Cheese from the box which is also very good.

Preparation Time:
Cooking Time:



  • 8 oz. (2 cups) uncooked noodles


  • 4 Tbsp. butter
  • 4 Tbsp. flour
  • 2 cups milk
  • 8 oz. (1/2 lb.) of cheese, grated (or if Velveeta, sliced)



  • Bring pot of water to boil.
  • Add about 2 tsp salt.
  • Add noodles & cook according to package directions, about 8 minutes.  Drain.
  • Butter a baking dish.
  • Preheat oven to 350.


  • Melt butter in saucepan
  • Stir flour into melted butter.
  • Cook flour & butter together, stirring constantly for about 2-3 minutes, until nice & bubbly.  This takes the raw taste out of the flour.
  • Add about ¼ of the milk, stirring constantly until mixture is smooth.  Then add rest of the milk gradually, stirring to keep sauce smooth. *
  • Add cheese to hot sauce & stir until melted.

*Aunt Jaymie heats the milk in the microwave for 2 minutes before adding it to the flour and butter mixture, but you don’t have to). 

Final Instructions

  • Combine sauce and noodles.
  • Pour into baking dish & bake at 350 until bubbly, about 20 minutes if mixture is hot, or up to 45 minutes if you’ve made it ahead & placed it in the refrigerator.


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