This Mac and Cheese Recipe is made with al dente penne pasta and a foolproof, ultra-creamy sauce created from Velveeta cheese and heavy cream. The result is a glossy, velvety bowl of comfort food that avoids the graininess of traditional cheddar sauces, offering a nostalgic, melt-in-your-mouth texture in under 15 minutes. It is the ultimate quick stovetop lunch or late-night snack that delivers maximum satisfaction with minimal effort.
Jump to RecipeMac and Cheese Ingredients
- 2 cups Dry Penne Pasta: Or elbow macaroni. Penne holds the thick cheese sauce well in its hollow center.
- 8 oz Velveeta Cheese: Cubed. This processed cheese product is essential for the signature “liquid gold” consistency that never splits.
- 1/2 cup Heavy Cream: Provides a luxurious richness and helps thin the cheese into a sauce.
- Splash of Milk: (Optional). To adjust the thickness at the end.
- Cracked Black Pepper: (Optional). Adds a savory “attitude” and cuts through the rich dairy.
- Salt: For the boiling water.

How To Make Mac and Cheese
- Boil the pasta: Bring a large pot of water to a boil. Salt the water generously (like you mean it). Add the dry penne and cook until it is al dente—tender but still offering a little resistance when bitten.
- Melt the cheese: While the pasta cooks, place a small saucepan over low heat. Add the cubed Velveeta and the heavy cream. Stir gently and constantly until the cheese melts completely and transforms into a smooth, gooey sauce. Do not let it boil, or the sauce may scorch.
- Drain the noodles: Drain the cooked pasta in a colander, but try not to shake it too dry; a little residual starchy water helps the sauce cling. (You can also reserve a small mug of pasta water just in case).
- Combine the dish: Return the hot pasta to the pot (off the heat). Pour the molten cheese sauce directly over the noodles. Stir vigorously until every single piece of pasta is coated in the thick yellow sauce.
- Adjust the consistency: Taste a spoonful. If the sauce feels too thick or gluey, add a splash of milk or the reserved pasta water to loosen it up. Season with plenty of cracked black pepper if desired.
- Serve the mac: Spoon into bowls immediately while it is piping hot and gooey.

Recipe Tips
- Cube Small: Cut the Velveeta into small, uniform cubes (about 1/2 inch). Large blocks take too long to melt and increase the risk of the cream scorching on the bottom of the pot before the cheese is done.
- Low and Slow: Velveeta melts easily, but high heat is the enemy. Keep the burner on low. If you rush it, the texture can become rubbery.
- Pasta Choice: While elbows are classic, ridges (like on penne or radiatore) or shells help scoop up more sauce per bite.
- Salt Control: Velveeta is naturally very salty. Do not add salt to the cheese sauce itself; only salt the pasta water.
What To Serve With Mac and Cheese?
This dish is rich enough to be a standalone meal, especially for kids (or kids at heart). However, to round it out, serve with steamed broccoli or peas stirred right into the pot for a pop of green. For a classic nostalgic dinner, pair it with sliced hot dogs or crispy bacon bits. A side of roasted tomatoes can also provide a nice acidic contrast to the heavy cheese.

How To Store Leftovers Mac and Cheese?
- Refrigerate: Store leftovers in an airtight container in the refrigerator for up to 3 days. The sauce will solidify into a block when cold.
- Reheat: To reheat, place in a saucepan with a splash of milk over low heat, breaking up the pasta gently as it warms. You can also microwave it with a splash of water, stirring every 30 seconds.
- Freeze: Freezing is not recommended for this specific recipe, as the pasta tends to get mushy and the sauce texture changes.
Mac and Cheese Nutrition Facts
- Calories: ~600 kcal
- Fat: 35g
- Carbohydrates: 45g
- Protein: 18g
- Nutrition information is estimated per serving based on 2 generous servings.
FAQs
Not with this specific method. Cheddar cheese separates into oil and protein clumps if melted directly with cream without a roux (flour/butter base) or sodium citrate. Stick to Velveeta for this “melt and mix” technique.
Yes, you can use whole milk, but the sauce will be thinner and less decadent. If using milk, use slightly less liquid to start.
Yes. If you want to bake it, make the sauce slightly runnier (add 1/4 cup extra milk), transfer to a baking dish, top with breadcrumbs, and bake at 350°F for 15 minutes.
Mac and Cheese Recipe
Course: DinnerCuisine: AmericanDifficulty: Easy2
servings5
minutes10
minutes600
kcalAn ultra-creamy, 15-minute stovetop macaroni and cheese using Velveeta and heavy cream for a foolproof silky sauce.
Ingredients
2 cups dry penne pasta
8 oz Velveeta cheese (cubed)
1/2 cup heavy cream
Splash of milk (optional)
Cracked black pepper
Directions
- Boil the pasta: Cook penne in salted water until al dente.
- Melt the cheese: Stir Velveeta and cream on low heat until smooth.
- Drain the noodles: Drain pasta, retaining a little moisture.
- Combine the dish: Pour sauce over pasta and mix thoroughly.
- Adjust the consistency: Add milk if needed; season with pepper.
- Serve the mac: Serve immediately while gooey.
Notes
- Cut cheese into small cubes for faster, even melting.
- Do not overheat the sauce or it may scorch.
- Add fresh broccoli or bacon for a complete meal.
