With this Shells and Cheese recipe, you can count on a cheese sauce that's always smooth, never gritty, and even reheats beautifully. Not to mention, it tastes phenomenal and comes together in 20 minutes.
This is what you get: creamy and cheesy, perfect for a kid-friendly weeknight dinner; rich and delicious enough for a show-stopping, crowd-pleasing side dish!
Table of Contents
Why This Shells and Cheese Recipe Works
My childhood houses a lot of Velveeta shells and cheese dinnertime memories. This is a more wholesome, homemade, better version you can feel good about serving to your family.
The good news is it doesn't require that much prep time or effort, and the payoff is phenomenal!
Whole Food Ingredients | If you don't want a box mix full of chemicals, or cheese sauce that separates, or--maybe even worse--cooks up with a gritty texture, then this is the recipe for you!
Better Science, Best Outcome | Making a foolproof cheese sauce that won't break comes down to two things: Heat control and fat content. These are the reasons why this cheese sauce recipe calls for heavy cream and adding the cheese in increments and off of the heat. These two factors (with a little help from the American cheese) ensure your cheese sauce stays smooth and creamy.
Versatile | Serve it on its own and make all the kids' dinnertime dreams come true. My kids are all for this dinner with a healthy scoop of fresh, steamed broccoli. But I am all for mac and cheese with a house salad on the side and definitely serve it as a hearty holiday side for Thanksgiving dinner or Easter lunch.
Shells and Cheese Ingredients
- Pasta Shells | Pasta shells are perfect for trapping all that cheesy goodness from your homemade shells and cheese sauce. However, if you'd like to use macaroni pasta or other small pastas with fun shapes, feel free to sub that in!
- Unsalted Butter
- All-Purpose Flour
- Heavy Whipping Cream + Half-and-Half | Heavy whipping cream and half-and-half have a high enough fat content to protect your cheese sauce from getting grainy and/or breaking. Well, this in combination with the American cheese. Do not be tempted to sub in other dairy options here.
- Cheddar Cheese | Just standard cheddar cheese is all you need, nothing too fancy. Just grab yourself a block of cheddar and grate it yourself for best results.
- American Cheese | Our preference is to use block-style American cheese and grate it ourselves, but you could also use slices of American cheese if that's what you have on hand.
- Seasoning | The only seasoning you'll need is Kosher salt, ground mustard powder, and hot sauce. The hot sauce will not make your shells and cheese spicy, but if you are extra sensitive to heat, you can feel free to leave it out altogether.
How to Make Shells & Cheese
Cook the Pasta | Cook the pasta according to package instructions and set aside.
Make the Sauce | Our shells and cheese sauce begins with a roux. To do this, melt the butter and sprinkle over the flour. Whisk the 2 together and allow to cook for 2 minutes, taking care not to let it brown. Slowly, add the warmed cream a splash at a time, whisking until smooth after each addition until it reaches a pudding-like consistency. Then, you can add the rest of the cream and half-and-half. Allow the mixture to simmer and thicken.
Add the Cheese | Remove from the heat and add the cheddar a handful at a time, stirring after each addition until completely melted. Next, add the American cheese and stir until melted. Add the remaining ingredients and stir.
Add the Sauce to the Shells | Pour cheese sauce over pasta and stir to coat. Serve and enjoy!
Frequently Asked Questions
If you aren't serving your shells and cheese right away, you might find your sauce has thickened more than you'd like. This is very common for dairy-based cheese sauces and there's an easy fix: simply add a splash of dairy or even water to the mix until it's reached ideal consistency. Depending on how much additional liquid you add, you might need to also add an extra pinch or two of Kosher salt.
Keep in an airtight container in the refrigerator for 3-4 days. Do not freeze! The cheese sauce will not reheat well from frozen.
You can reheat shells and cheeese in a preheated 300°F oven in a baking dish covered with aluminum foil. Place in oven for about 15 minutes. Check every 5 minutes after that. You might need to add an additional splash of cream, milk, or even water to loosen the consistency. You can also reheat in the microwave. The time will depend on how much you're reheating. Start at 1 minute and add 30-second intervals from there, stirring every minute or so.
No, this is an added step commonly found in mac and cheese recipes with a breading on top. If you're looking for a Southern macaroni casserole with a crunchy topping, try this one.
What to Serve Shells and Cheese Macaroni
Main Dishes | While this hearty mac and cheese dish can suffice on its own, we love to see it alongside some of our favorite mains. At your BBQ cookout, serve up pork spare ribs and crockpot chicken legs next to these shells and cheese and be the summertime hit!
Or for your weekly dinnertime rotation, your kids won't be upset to have fried chicken fingers or meatloaf with mac and cheese on repeat. You can always add slow cooker pulled chicken sandwiches (or just pulled pork on its own) and cornflake chicken to that dinner-menu pairing, too.
Sides | If serving as the star of the dinner show, keep it Southern with fried squash, buttermilk biscuits, and Southern green beans. If you want something green with it, add a wedge salad. Well-rounded dinner complete!
5 More Cheesy Recipes to Love
Shells and Cheese
Ingredients
- 12 ounces medium-sized pasta shells
- 2 tablespoons unsalted butter
- 2 tablespoons all-purpose flour
- 1 ½ cup heavy whipping cream warmed
- ½ cup half and half
- 1 cup freshly grated Cheddar cheese
- 4 slices American cheese (such as Kraft Singles)
- 1 teaspoon hot sauce optional
- ½ teaspoon Kosher salt
- ½ teaspoon dry mustard powder
Instructions
- In a large pot, bring pasta water to a boil and season heavily with salt. Add pasta and cook according to package directions. Drain well and set aside until ready to use.
- In a medium-sized sauce-pan over medium heat, melt the butter and sprinkle over the flour. Whisk together and allow to cook for 2 minutes, taking care not to let it brown. Slowly, add the warmed cream a splash at time, whisking until smooth after each addition until it reaches a pudding-like consistency. At this point you may whisk in the remaining cream and half-and-half.
- Raise the heat to medium-high and allow to simmer for about 5 minutes, or until slightly thickened. Remove from the heat and add the cheddar a handful at a time, stirring after each addition until completely melted. Next, add the American cheese and stir until melted.
- Add remaining ingredients and stir. Pour cheese sauce over pasta, stir to coat, serve and enjoy.
Nutrition
Andrea Metlika says
This Shells and cheese looks super creamy and delicious. My family is going to love this.
SHANIKA says
This Mac + Cheese looks so creamy and delicious! I'm loving the touch of hot sauce too! YUM!
Amy Dickerson says
I recently started making my mac and cheese this way, with heavy cream and my kids who have always loved my mac and cheese the way it was went insane. They raved! I don't know how it makes such a noticeable difference, but it really does.
Sapana says
Yum!! This mac and cheese looks so delicious and comforting. I add hot sauce to everything so I love you add it here!
Sarah says
Aaaaand now I need a second lunch lol! This looks decadent-- it'll be perfect for summer BBQs!
Pam says
What a wholesome update on what I remember as a totally processed package food I fed my kids back in the day. Poor things! If only I had your recipe back then.
Tawnie Kroll says
Cheesy shells is my kind of meal, so comforting and delicious! We loved this recipe, can't wait to make it again already!
Tammy says
So rich and decadent and sometimes this is all the soul needs! What a fabulous recipe to make during these cold winter nights! I love mac n cheese!
Sara Welch says
This looks too good to pass up; my kids will LOVE this! Adding to my dinner line up for the week, indeed!
Gloria says
Mac and cheese is always a hit. The perfect meal for a family any night of the week. Make a huge batch, since warming up the leftovers is easy and delicious. Freezes well too.
Ben says
That looks delicious. Mac and cheese is my favorite side dish. I actually love to put meat in it and make it a full-on dinner.
Chef Dennis says
This Shells and Cheese Recipe is totally mouthwatering! I love that it's super cheesy and definitely heavenly delicious. My wife will love this.
Aleta says
Ooooo that sauce is sooo cheesy! My kids love cheesy shells, this is going to be a huge hit!
Denise says
That looks so creamy and cheesy! Nothing beats home made Mac & cheese, always a good idea!
Sharon says
Skip the boxed macaroni and cheese so you can make this easy shells and cheese recipe. It's so much better!
Analida Braeger says
A scratch recipe is the only way to go for shells and cheese and this checks all the boxes. I love the mustard additions. I am adding to my meal prep list. Thanks so much!
Loreto and Nicoletta Nardelli says
Getting hungry just looking at the pictures! Your shells and cheese pasta is so perfectly creamy and smooth!
Lori | The Kitchen Whisperer says
Holy Cheesus that looks amazing! I need a huge bowl of that now, please! It's such an easy recipe and I LOVE that you also used American Cheese. Can't wait to make it!
Veronika says
Ha-ha! My husband loves shells, so I often make his shells and cheese! Love your version and will try it soon!
Amy Liu Dong says
This is so mouthwatering and this will gone in a minute once you serve this to my family. LOL!
Delicious!