Mama’s Creamy Macaroni & Cheese

Happy Monday! I hope you all had a wonderful weekend and an amazing Easter filled with family, friends, and FOOD! Hey, you know I was thinking it! I was on the Darla Shine show this past Saturday and I have never been so nervous in my life! Okay, the time I won first place in the essay contest at Monrovia Elementary was probably a bit worse – but they sprung that on me at the last minute and I was only in fourth grade and had to get up and read it in front of the entire school – which even had EIGHTH graders ! Y’all know what a tough crowd that is!
I remember stepping up to the podium and placing my paper down, then gripping it tightly as I smiled and spoke as if I had done that all of my life. The funny thing was, my knees really wanted to be sitting down and they shook so badly I was actually hanging from my arms on the podium. Being on the Darla show was much the same way, but without the dreaded eighth grade audience AND I got to sit down. I sent my husband and the kids to Chic-fil-A for lunch and playground time just to make sure Darla (bless her heart for putting up with me) didn’t have to hear “Mama, my nose is running! I’m hungry…when are we dyeing eggs?” fifty thousand times in the background.
Let me tell you, her show is filled with the absolute nicest people! Even the guy who got my info while I was on hold for Darla was exceptionally nice! He gave me a much needed chuckle to loosen me up a bit, too! He came on and said “Christy, I just need to get a little information from you real quick before you go on with Darla. Are you married?”
“Yes, ten years..”
“Okay, great! Do you have kids?”
“Yes, I have two”
“What kind?”
~laughs~ I would have given anything to have had the quick wit to say “Oh one is a puppy and one is a chicken….”. He immediately laughed at his own wording though and I was busy chuckling as well.
When I got on with Darla (bless her heart for putting up with me), she was just the sweetest thing! Its difficult talking on the radio because you don’t know when the other person is going to be talking and so you hate to say something and risk interrupting – that is my only regret, that I didn’t have more time to gush and thank her for her kindness! It was all I could do not to get on the show and spend the entire time squealing in amazement and glee!
The caliber of guests she had was just stunning. I am in complete awe of them. It is best that I don’t think about that now because I am still worried about how I did! Thank you so much to everyone who listened in and sent me encouragement both before and after!
If you have never heard the Darla Shine Show, be sure to check out her website www.happyhousewivesclub.com. It is a wonderful one-stop-shop for encouragement, affirmation, and homemaking tips GALORE! You can also listen to past episodes of the Darla show in her archives and I’ll be sure and let you know when the one from this past weekend is up (after I listen to it and chew my nails off a bit…)
~takes a deep breath and composes herself~
In the meantime, who wants Mama’s Macaroni and Cheese?

My sainted mother made her special homemade mac and cheese for Easter and I called her first thing Sunday morning to ask her to take photos. I have had so many readers asking for Mama’s recipe!
This is one of two ways I make macaroni and cheese and its the favorite recipe with my kids. All of the grandkids love this! This is a creamy mac and cheese whereas my other recipe is more of a stringy, cheesy mac and cheese. You can visit that tutorial by clicking here and then go with whichever one cranks your tractor. There is no such thing as a bad mac and cheese, anyway!
You’ll need:
- Macaroni pasta
- Milk
- Flour
- Margarine
- Velveeta or other easy to melt, gooey and good cheese product type umm…product
- and a wee bit of salt and pepper
If possible, don’t tell your family you are making this. Whenever I do they tromp in and out of the kitchen over and over and over wanting to know when its done. I prefer to SPRING it on ‘em!
SURPRISE! I made Grandmama’s Mac and Cheese!!!!!
- While you are assembling your cheese sauce, boil your pasta according to package directions and cooking until almost done.

Cube your Velveeta and fill a cereal bowl with it. Mama’s original recipe calls for a Corelle bowl filled with Velveeta. Of course, we measured it for this post and that is about two cups. You’ll find a lot of “two‘s” in this recipe so it should be easy to remember once you make it a time or two! ~giggles and wonders if you caught that..~
Honestly, life is so much nicer when you are easily amused!

In the dish you are going to bake your Mac and Cheese in, place two tablespoons of margarine and melt that in the microwave

Add two tablespoons of flour and stir
Isn’t it neat that Mama has the date on her camera? I turned mine off because I was never organized to keep the thing on the right date…

Salt and pepper to taste. If you want a starting point, I’d go for a teaspoon of salt and 1/4 of a teaspoon of pepper.

Stir in two cups milk.

Pour in cheese cubes. Place this in the microwave and heat for thirty to forty five seconds, then stir.
Repeat this until you have a smooth and creamy sauce.

Pour in drained macaroni and stir.
Bake at 350 for about twenty minutes (another two there).
Call out that it’s ready and prepare for the stampede!
Creamy Macaroni & Cheese
Ingredients
- 2 C Velveeta, cubed
- 2 C Whole Milk
- 2 T Flour
- 2 T Margarine
- 2 C Dry Macaroni
Instructions
- Cover Macaroni with water and cook until almost done, drain well. In bowl, melt margarine in microwave. Stir in flour. Stir in milk. Salt and Pepper to taste. Pour cubed cheese into milk mixture and microwave at 30 second intervals until melted, stirring often. Stir in cooked macaroni. Place in oven safe dish and bake, uncovered, at 350 for twenty minutes.
Google Recipe View Microformatting by ZipList Recipe Plugin
Ingredients
- 2 C Velveeta, cubed
- 2 C Whole Milk
- 2 T Flour
- 2 T Margarine
- 2 C Dry Macaroni
Instructions
- Cover Macaroni with water and cook until almost done, drain well. In bowl, melt margarine in microwave. Stir in flour. Stir in milk. Salt and Pepper to taste. Pour cubed cheese into milk mixture and microwave at 30 second intervals until melted, stirring often. Stir in cooked macaroni. Place in oven safe dish and bake, uncovered, at 350 for twenty minutes.
“Let no one ever come to you without leaving better and happier.”
~Mother Teresa (Submitted by Southern Plate Reader, Mary)
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Remember, today is a GREAT day just waiting to happen!
Gratefully,
Christy ![]()
















Now this is how we do Mac and Cheese at home.. cept’in we never put the flour in it.. thats a new twist for me. We just melted the Velveeta (The only REAL cheese) with some cow juice. I’ll have to try it this way to see what I’m missin.
My sister made Banana Pudding yesterday so it was a good Easter, but no mac and cheese.. I was disappointed lol.
Off to do yard work now with my trusty Primatene Mist at my side!
Now I need to make me a banana pudding but I had chocolate cobbler on the list so…
~sighs heavily~
Oh the difficult decisions of my life!
Enjoy the pollen! I sure wish you lived closer. I would dearly love to have help getting my garden set up! I asked for volunteers and everyone took a collective step back!

Christy
Your post intrigued me and now I have to know, “what is chocolate cobbler”. Please send me the recipe at puppieluv@earthlink.net…….Greatly appreciated.
Ahhh…this brings back so many memories..Lent, fish Fridays…definitely comfort food…thanks for bringing this back
Christy, you’re right … there’s no such thing as bad mac & cheese! I’ll be sure to listen to the archived show when it’s available. I’m sure you did great … I love you on the cookie challenge clip and am proud to have you as representative for us southern girls.
I used your recipes and made two lemon meringue pies and two coconut pies for Easter. I had not planned on cooking two coconut, but dh couldn’t help himself and cut a piece of the coconut while I was off delivering one of the lemon pies Saturday. The smell drove him to it!
~hugs Melody tightly~
Thank you so much!!!!!! I hoped you liked the pies!!!!
Gratefully,
Christy
Here is a very popular mac n’ cheese recipe around our house and the best thing is you use the crockpot. Enjoy!
Crock-pot Mac & Cheese
2cps. Cooked macaroni
3cp. pkg. Shredded cheese
8oz. Sm. Block Velveeta
5oz. Can evaporated milk
½ stick melted butter
1 ¾ cp. reg. Milk
1 egg
Paprika
Salt & pepper
Grease crock-pot w/butter. Mix all ingredients together except paprika & 1/3 of the shredded cheese.
Mix well & pour into crock-pot. Sprinkle remaining cheese on top of macaroni then paprika on top of that.
Cook 3 hours & 15 on med or 4 hours on low.
AWESOME! Thank you!!!!!!!!!!!!!!!!!
Gratefully,
Christy
thanks!! cant wait to try it!! Exactly what I was looking for! thanks for sharing!
becky
Christy, if I had to give a speech at a podium even TODAY I think I’d pass out! I’ve never been much on public speaking – blogging is MUCH MUCH easier LOL!!
Glad your radio show went well – I’d be nervous too. I like to have time to think about things – which is why I love writing – so being on the spot like that, and especially live, is difficult. Good job!!
Ah yes, Velvetta… the only TRUE cheese of the south LOL!! Jus’ kiddin’ but truly it does make for a good mac and cheese doesn’t it?!
Made my mouth water! Looks so good I can almost smell and taste it! Yummmm!
Exactly like my mom makes too!
and I do love your humor! Thanks for always being a bright spot in my day!
Oh yeah.. for those of you who didn’t hear Christy on the radio.. she did a great job! You could hardly hear that burp she let out…
Ok, just kidding, she didn’t burp. I just wanted her to gasp with terror for a second.
Love ya adopted sister! hehe..
WILLIAM THOMAS TYRONE ETHRIDGE JEFFERSON GENTRY!
You about made me have a heart attack!!! Oh I’m so going to get you for that one…
~looks around for her fly swatter~
HAHA!
watch out Bill,
She knows where ya live…LOL
Robert from Houston
You are soo right about the mac and cheese, if its homemade its going to be great!! I just had me a big ole helping of it. I need to go check out your stringy one. I am hoping its similar to what Daddy used to make when I was really little
I am going to try this recipe, I use velveeta but never the flour and margarine. My family likes the creamy kind the best.
BTW I made a ham yesterday and followed your directions. It was the best ham i have ever eaten(my husband and kids also said the same thing)!!!! That is how I am doing it from now on.
Thanks for your great website!!!
Rachel
Mac and Cheese….. comfort food and so good. My son thinks that this is what he should eat for breakfast, lunch and supper. And if I would fixed it every meal he would eat it. Sometimes I add a little dice ham to it to make it a little better. Thanks for sharing this , it is so much easier then the one I have been making.
Congratulations on your Darla Shine visit!! I know you did a great job!! Thanks for Mac & Cheese recipe. I think I’ll make it tonight!
thanks for the mac and cheese recipe i have never tried it this way i cant wait to try
I absolutely ADORE your column. You have such a good style with your story telling. I think I enjoy them even more than your recipes (almost). Keep up the excellent work, you are a real keeper.
Judy
uhm….
bad mac n’ cheese – yup.
I was teaching my nephew to cook – and mac n’ cheese was the last piece of our evening meal. We had a large pot of a similar recipe of mac n’ cheese on the front burner. BUT I had way more cheeeeeeeesy soupy stuff than noodles so I put some more water on to boil on the back burner. I was hot and tired….so I went in the other room to sit down/wait.
Me from the Family room to him in the kitchen: Is the water was boiling?
Nephew K: “yup it is”!
Me – still relaxing in the FR: “Okay pour the noodles in the water and when they get done cooking we’ll be back in business.”
Nephew K: “OKAY”.
I expected his immediate reappearance….when things got suspiciously quiet in the kitchen.
Me: K, What ya doing?
Nephew K: “Just stirring in the noodles. I want to make sure it’s all mixed up real good.”
Me: “Okay, make sure you set the timer for the noodles.”
Silence.
dead silence.
K’s head pops around the corner – “Auntie, what’s the water boilin’ for?”
ME…jump off the couch and see his new crunchy mac n’ cheese creation…non-salvageable….
but the birds and the deer had a yummy dinner.
=)
Oh, gosh! I’ve had a couple of experiences like that cooking with beginners, too
I’ll bet you could have salvaged your mac and cheese by adding a little milk and water to the pot, then pouring it all into a baking dish, covering it, and baking it until the noodles absorbed all the water. Too late now though!
OH MAN,
There went the diet I was plannin on goin on now that Easter is over. I should have invited ya over for dinner yesterday Christy, I made a baked ham, some cabbage and taters and a big ole plate full of your deviled eggs.(Even went out and bought an egg plate to set em on….they all disappeared in one sitting).
I missed this post yesterday – funny ’cause I made mac and cheese for dinner last night (you must have been sending me telepathic signals or something). I have to admit that I like your other version better than this, only because I have always hated the taste of Velveeta. I don’t know why – I just do! The version I made last night is from a Mennonite cookbook that I LOVE. It’s baked and has milk and egg, cheese (of course) and saltine cracker crumbs (instead of flour). Anyhoo….thanks for doing what you do and keep it up. I love your site!
Love, Love, Love Mac and Cheese! And this is the way I make it!!
My stepdad taught me how to make it this way a long long long time ago!!
I do add a little cayenne pepper and some hot sauce to mine, but we like ours to have a little bite.
Christy
I make my mac and cheese Exactly like this… have for as long as I can remember..and I’m 57!!!!!! Try boiling sliced potatoes and using them as you would the macaroni. You have to slice them in rounds or they’re not as good!! Boil them with salt and pepper added to your water drain and then add your cheese milk and butter. Stir gently as not to break up the potatoes much. Cook on low until the cheese is melted and all is incorporated!!! Oh goodness. This is something I have to make for every holiday and family function soooooo easy but my family….. and I have a very large immediate family 5 kids plus in law children and 11 grands….. love them!!!!!
Thanks
Teresa Clifton
One thing I forgot!!!! LOL NO FLOUR IN THE POTATOES!!!!
Christy, I’m pretty new to your site, and just wanted to thank you I have been trying lots of your recipes, you make cooking feel easy (this is great for me). My family loves this macaroni and cheese. I have made this now 2 times, and they are asking when I’m going to make it again.
[...] Mama’s Creamy Mac and Cheese [...]
My family loves this recipe! My daughter’s youth group love it too! Thanks for sharing!
[...] had sweet potato casserole, fresh corn, Mac and Cheese (for Katy), sweet and sour green beans, baked ham, Jordan rolls, and Mama’s Velvet cake. I [...]
Christy please tell your Mama this was so good! I checked it at 20 minutes and thought it looked a little too runny, so I baked it for another 5 minutes. I should have taken it out at 20 minutes though, it would have been even creamier! Great recipe…
[...] Mama’s Creamy Macaroni and Cheese [...]
Christy, I found this recipe while scanning. I usually make this with spaghetti, but thought I would try your mom’s recipe for a variation. I loved it. When I took it out the oven, I thought, it is a little running. Baked in a dutch pot, removed from oven and put the top on it. An hour later, it was perfect. And I did not add the extra salt, taste wonderfull. This will go into my recipe rotation. Please, keep them coming.
Yumm-O!! However, I found that using evaporated milk provided a creamier and richer sauce….and I tried using a variety of cheeses which included Velveeta, sharp cheddar and monterey jack . Plus, don’t be afraid to try adding a few spices that help to enhance the flavours.. I used some nutmeg, dried mustard and a few dashes of hot sauce….
This is SO good. I made it a little healthier by using skim milk and 2% Velveeta, but it was still incredibly rich. And it’s so easy to make, too! I think I’ll be relying on mac and cheese from a box a lot less from now on.
Here’s a funny quote to make you smile
Don’t drink and drive. You might hit a bump and spill your drink.
Came across this recipe and thought how different it is to the one I make in S Africa! We don’t get Velveeta cheese so I use cheddar and basically make it the same as yours (with flour & butter) except I use the stove top, fry a chopped onion in the butter till golden, add 200g chopped bacon and fry a bit more, add chopped green pepper, then once the cheese and macaroni have been added I grate a large tomato (or use tomato mix to taste) top with grated cheddar then bake until golden. Yummy!
That sounds delicious! thank you so much for sharing with us!!
Would you mind posting a “Print this Recipe Link?” I understand from other posts that you are updating these.
I discovered your website recently while searching for a recipe similar to one my husband’s Granny used to make for him. His family is originally from the South, but migrated to Washington State in the 1950′s.
Thank you for all of the wonderful recipes, stories and your Southern charm.
Hi, that is how I make mac & cheese at home, I also add a can of rotel. I have notice that several recipes on this site is how I cook at home.
[...] to prepare during the course of a busy week. Ham was often one of those, followed by her special macaroni and cheese, MeMe’s Mashed Potatoes, Green beans, Rolls, and often dessert of one of her pecan pies or a [...]
I made this mac and cheese as a side dish for my sons birthday dinner on Saturday- it was a big hit!!! i made it on the stove instead of the microwave and it turned out fantastic!! Everyone wanted the recipe. Thank you!!!
[...] Mama’s Creamy Macaroni and Cheese [...]
where do you buy velveeta????????????????????????
OK! I’m gonna be the weirdo here! My grandfather taught me a “twist” on any good mac & cheese! He would just drizzle maple syrup or honey over the mac & cheese! Everyone I know says it sounds disgusting. However, I myself wouldn’t try it. Then they tricked me and added it in when I was visiting one summer and LAWD!!!! Man is it good! Just adds a little “sweetness” to it. Doesn’t overpower it at all. I “tricked” my kids into trying it too and they love it now! Just give it a try! You’ll love it too!
Made this recipe for our family fathers day fish fry, should have made a double batch cause it went really fast! Thanks for an easy and super tasty recipe. Love this site, Im a daily visitor.
I make mine the same way except instead of milk I will use Fat Free 1/2 & 1/2 and then when the cheese is melted I add about 1 1/2T of Sherry (NOT cooking sherry). It gives it a little bit of a richer flavor.
I just popped this into the oven right now. It was so easy, and my mac-and-cheese connoisseur 11-year-old daughter is very excited for the next 15 minutes of time to FLY! Thanks for another tried and true delicious recipe, Christy. Our family loves Southern Plate! God bless!
Made this for a potluck at church today and it was a big hit; brought home an empty dish. I used skim milk because that was all I had but it worked fine. So if you want to save a few calories, use skim instead of whole milk. Of course, I used the whole package of Velveeta to make up for it!
You are so funny Ann!! This made my day because it sounds like something I would do. I am so glad to hear that it was a big hit.
I’m in heaven……….made this today (also with skim milk) — Christy, this ranks up there with Jordan rolls and strawberry cake!
~giggles~ I am so glad you liked it Sandy. I have to agree, it does make for some good eatin!!
[...] My mother’s creamy mac and cheese can be found by clicking here. [...]
[...] Click here for Mama’s Creamy Macaroni and Cheese Recipe [...]
[...] Mama’s Creamy Macaroni and Cheese [...]
I’ve made mac&cheese with velveeta, but I just boil the macaroni, drain it add the cubed cheese some milk and butter, put the top on the pan, wait about 5 minutes and Voila!!! I stir it up and it’s great. I made this for my nieces when I was staying with them (I have 5 nieces) and they just loved it. I’ve always had to make things as quickly as possible, because my sons were STARVED all the time. LOL
“Merry Christmas and a Happy Prosperous New Year”
mmmmmm .. love macaroni and cheese,,, food from heaven! MERRY CHRISTMAS CHRISTY AND TO ALL YOUR LOVED ONES!!!
I’ve not cooked with velveeta before. The recipe calls for 2 cups but the pkg is in ounces, therefore how many ounces equal 2 cups?