This homemade Shells and Cheese recipe is easy to make as a meatless meal or delicious side dish! It’s super creamy and flavorful, and is ready in 30 minutes flat. Your family will LOVE this simple and flavorful cheese sauce!

Shells and Cheese in a skillet with a a spoon scooping it up.

Shells and Cheese

This homemade Shells and Cheese recipe is an easy, 30-minute meal that always gets me out of a jam when I need a quick dinner or easy side dish. The flavorful cheese sauce is simple, abundant, and creamy! This is our favorite recipe when we’re not in the mood for something fancy. It also pairs well with chicken or your protein of choice as well as a variety of veggies! 

Be sure to check out my PRO tips below on which kinds of cheese to use, as well as making sure your cheese sauce is super smooth and creamy! 

How to Make It

Note: This is an overview. See recipe card below this post for ingredient quantities and full instructions.

Melt the butter and add the flour, cook for 1-2 minutes. Add the sauce mixture in small splashes, stirring continuously. Bring to a boil, then reduce to heat to low and let it cool for a minute. Gradually stir in the cheese. 

Two skillets next to each other showing the process of a creamy cheese sauce being made with cheddar and American cheese.

Add the drained shells and stir to combine. Serve!

A skillet with shells being added to a creamy cheese sauce and being stirred to combine to make shells and cheese.

Pro Tips

  • Cheddar Cheese: Shred the cheese from a block so that it melts well into the sauce. Use a cheese that you enjoy eating on its own, as that flavor will transfer into the sauce. I use Cracker Barrel Sharp Yellow.
  • American Cheese: I use American cheese slices from the deli. Land O’ Lakes is great, you can also use sliced Velveeta or Kraft. 
    • This recipe uses 5 oz. of American cheese. That’s about 5 deli slices on the thicker side, or 6-7 slices of Kraft singles.
    • (If you prefer not to use American cheese slices, try my Stovetop Mac and Cheese instead!)
  • Add the cheese over LOW heat! If the heat is higher, it can result in a grainy consistency as the dairy can separate. 
  • If the sauce is thicker than you’d like: Add a few tablespoons of milk to thin it out until your desired consistency is obtained.
  • Hot Sauce: This doesn’t make it spicy, but it enhances the other flavors and makes them pop! I use Frank’s Hot Sauce.
  • Love Mac & Cheese?! Try my Bacon Mac and Cheese, Tuscan Mac and Cheese, Baked Mac and Cheese, Buffalo Chicken Mac and Cheese, Chili Mac, Chicken Mac and Cheese, Broccoli Mac and Cheese (One Pot!), Panera Mac and Cheese, and more!

Storage

  • Store in an airtight container and refrigerate for up to 3 days or freeze for up to 3 months.
  • Leftovers reheat pretty well. I use the ‘melt’ setting on my microwave or you can reheat over 50% power. A makeshift double boiler reheats creamy pastas really well too!

Creamy Shells and Cheese in a white bowl.

Tools For This Recipe

(Amazon affiliate links*)- Check out all of my kitchen essentials here.

  • Box Cheese Grater– Shredding from a block tastes and melts much better than packaged cheese.
  • Pasta Strainer– This is the one I have and love.
  • Silicone Spatulas– This is the perfect tool for stirring the roux/sauce throughout this recipe and it’s gentle on your cookware. 

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Creamy Shells and Cheese in a skillet with a spoon on the side.

Shells and Cheese

Prep Time: 15 minutes
Cook Time: 15 minutes
Total Time: 30 minutes
Servings: 4 people
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This homemade Shells and Cheese recipe is easy to make as a meatless meal or delicious side dish! It's super creamy and flavorful, and is ready in 30 minutes flat.

Ingredients

US Customary - Metric

Sauce

  • 1 ½ cups milk
  • ¼ cup heavy cream
  • ½ chicken bouillon cube
  • 1 teaspoon Dijon mustard
  • 1 teaspoon hot sauce
  • ¼ teaspoon EACH: garlic powder, onion powder

Pasta, Cheese, etc.

  • ½ lb. pasta shells
  • 2 tablespoons butter
  • 2 tablespoons flour
  • 1 cup cheddar cheese, shredded
  • 5 oz. American cheese, about 5-6 slices

Instructions

  • Combine the sauce ingredients in a medium measuring cup with a spout. Microwave for 1 minute or until warmed through and give it a stir. Set aside. Measure out remaining ingredients before beginning.
  • Begin boiling water for the pasta. Once a boil is reached, salt it generously (use 1½–2 teaspoons kosher salt) and add the pasta. Set a timer to avoid overcooking it.
  • While the pasta boils, melt the butter in a large pot over medium-low heat. Stir in the flour and cook for 1-2 minutes, or until the raw flour smell is gone. (Raw flour = lumpy roux.)
  • Add the combined sauce mixture in small splashes, stirring continuously. Bring to a boil, then reduce heat to low and let the base cool for a minute. Gradually stir in the cheese until melted. Cover partially if the pasta needs more cooking time.
  • Add the drained pasta and stir to combine. Taste and add a pinch of salt and/or pepper if desired.
  • The pasta will continue to absorb the sauce upon standing. Serve!

Notes

Pro Tips:
  • Cheddar Cheese: Shred the cheese from a block so that it melts well into the sauce. Use a cheese that you enjoy eating on its own, as that flavor will transfer into the sauce. I use Cracker Barrel Sharp Yellow.
  • American Cheese: I use American cheese slices from the deli. Land O' Lakes is great, you can also use sliced Velveeta or Kraft. 
    • This recipe uses 5 oz. of American cheese. That's about 5 deli slices on the thicker side, or 6-7 slices of Kraft singles.
  • Add the cheese over LOW heat! If the heat is higher, it can result in a grainy consistency as the dairy can separate. 
  • If the sauce is thicker than you'd like: Add a few tablespoons of milk to thin it out until your desired consistency is obtained.
  • Hot Sauce: This doesn't make it spicy, but it enhances the other flavors and makes them pop! I use Frank's Hot Sauce.
  • Love Mac & Cheese?! Try my Bacon Mac and Cheese, Tuscan Mac and Cheese, Baked Mac and Cheese, Buffalo Chicken Mac and Cheese, Chili Mac, Chicken Mac and Cheese, Broccoli Mac and Cheese (One Pot!), Panera Mac and Cheese, and more!
Storage:
  • Store in an airtight container and refrigerate for up to 3 days or freeze for up to 3 months.
  • Leftovers reheat pretty well. I use the ‘melt’ setting on my microwave or you can reheat over 50% power. A makeshift double boiler reheats creamy pastas really well too!
Nutritional information is an estimate and is per serving. There are 4 servings in this recipe.

Nutrition

Calories: 629kcal, Carbohydrates: 52g, Protein: 24g, Fat: 36g, Saturated Fat: 21g, Polyunsaturated Fat: 2g, Monounsaturated Fat: 9g, Trans Fat: 1g, Cholesterol: 107mg, Sodium: 1024mg, Potassium: 357mg, Fiber: 2g, Sugar: 7g, Vitamin A: 1162IU, Vitamin C: 1mg, Calcium: 708mg, Iron: 1mg
Did you try this recipe?Mention @TheCozyCook on Instagram or tag #thecozycook!
Course: Main Course, Side Dish
Cuisine: American
Author: Stephanie