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Grandma Sugar’s Shell Macaroni and Cheese

I can almost smell it now – the rich, cheesy aroma wafting through Grandma Sugar’s kitchen on a Sunday afternoon. Every holiday, birthday, and potluck, her macaroni and cheese was the star. It wasn’t just a dish; it was a warm hug, a symbol of family, and a guaranteed crowd-pleaser that could turn even the gloomiest day into a celebration. Recreating it in my own kitchen always brings a sense of comforting nostalgia.

Recipe Overview

Prep Time: 10 minutes
Cook Time: 41 minutes
Total Time: 51 minutes
Servings: 4-6
Yield: One 9×13 casserole dish
Dietary Type: Not specified

Ingredients

3 cups Velveeta cheese, cut into 1/2 inch cubes
1 cup milk
3 tablespoons butter, melted
1/4 teaspoon black pepper
3 cups medium pasta shells
8 ounces sharp cheddar cheese

Equipment Needed

Large pot
Microwave-safe 2-quart casserole dish
Spoon or spatula
Measuring cups and spoons
9×13 inch baking dish

Instructions

Begin by cooking the macaroni shells in boiling, salted water for 10 minutes. Be sure to stir occasionally to prevent sticking. They should be cooked al dente, as they will continue to cook in the oven. Once cooked, drain the macaroni and set aside.
While the macaroni is cooking, prepare the cheese sauce. Coat a microwave-safe casserole dish (approximately 2-quart size) with the melted butter. This will help prevent sticking and add a richer flavor.
In the butter-coated casserole dish, combine the cubed Velveeta cheese, milk, and black pepper.
Microwave this mixture on medium power for 6 minutes, or until the Velveeta cheese is fully melted. The exact time might vary slightly depending on your microwave, so keep a close eye on it. Stir the mixture periodically during microwaving to ensure even melting and prevent scorching.
Once the cheese is melted, remove the dish from the microwave and stir thoroughly until you have a smooth, creamy cheese sauce. This is the foundation of Grandma Sugar’s special macaroni and cheese.
Add the cooked macaroni shells to the cheese sauce in the casserole dish. Stir gently but thoroughly until all the macaroni is evenly coated with the creamy cheese sauce. Ensure there are no clumps of pasta.
Now comes the magic touch – the sharp cheddar cheese. Slice the cheddar cheese into slices approximately 3/8 inch thick.
Insert the cheddar cheese slices into the macaroni and cheese mixture, distributing them evenly throughout the dish. You can gently push them down into the mixture so they’re partially submerged. This will create pockets of melty, sharp cheddar throughout the final dish.
Transfer the macaroni and cheese mixture into a 9×13 inch baking dish.
Bake in a preheated oven at 350 degrees Fahrenheit for 35 minutes, or until the macaroni and cheese is nicely browned and bubbly on top. Keep a close eye on it during the last few minutes to prevent over-browning. The cheese should be melted and golden brown, and the macaroni should be heated through.
Remove from the oven and let stand for a few minutes before serving.

Expert Tips & Tricks

Cheese Quality Matters: Use high-quality sharp cheddar cheese for the best flavor. Pre-shredded cheese often contains cellulose, which can affect melting, so slicing it yourself is preferable.
Microwave Power: Medium power in a microwave is typically around 50% power. Adjust the cooking time accordingly if your microwave’s power settings differ.
Preventing Sticking: Ensure the casserole dish is well-coated with butter before adding the cheese mixture to prevent sticking and make cleanup easier.
Even Baking: If your oven tends to bake unevenly, rotate the casserole dish halfway through the baking time to ensure even browning.
Make-Ahead Option: You can assemble the macaroni and cheese ahead of time and store it, covered, in the refrigerator for up to 24 hours before baking. Add about 10 minutes to the baking time if baking from cold.
Adding Breadcrumbs: For a crispy topping, sprinkle breadcrumbs mixed with melted butter over the macaroni and cheese before baking.

Serving & Storage Suggestions

Grandma Sugar’s Shell Macaroni and Cheese is best served warm, straight from the oven. It’s a fantastic side dish for potlucks, holidays, or a comforting weeknight meal.

Serving: Garnish with a sprinkle of fresh parsley or chives for a pop of color, if desired.
Storage: Leftovers can be stored in an airtight container in the refrigerator for up to 3-4 days.
Reheating: Reheat in the microwave, covered, in short intervals until heated through, or bake in a preheated oven at 350°F (175°C) until heated through. Add a splash of milk to the leftovers before reheating to restore moisture.
Freezing: While not ideal, you can freeze the macaroni and cheese. Allow it to cool completely, then wrap tightly in plastic wrap and foil, or store in a freezer-safe container. Thaw in the refrigerator overnight before reheating. The texture may change slightly after freezing.

Nutritional Information

Nutrient	Amount per Serving	% Daily Value
Calories	578 kcal	N/A
Total Fat	30.6g	47%
Saturated Fat	19g	95%
Cholesterol	91.1mg	30%
Sodium	462.5mg	19%
Total Carbohydrate	50.7g	16%
Dietary Fiber	2g	8%
Sugars	2g	7%
Protein	24.5g	48%

Note: Nutritional information is an estimate and may vary based on specific ingredients used.

Variations & Substitutions

Spicy Kick: Add a pinch of cayenne pepper or a dash of hot sauce to the cheese sauce for a spicy twist.
Smoked Gouda: Substitute some of the sharp cheddar with smoked gouda for a smoky flavor.
Add Vegetables: Stir in cooked broccoli florets, peas, or spinach for added nutrients and texture.
Different Pasta: Use other types of pasta, such as elbow macaroni, rotini, or penne. Adjust cooking time according to package directions.
Breadcrumb Topping: Combine 1/2 cup breadcrumbs, 2 tablespoons melted butter, and 1/4 cup grated Parmesan cheese. Sprinkle over the macaroni and cheese before baking for a crispy topping.
Ham or Bacon: Stir in cooked, diced ham or crumbled bacon for a heartier dish.

FAQs (Frequently Asked Questions)

Q: Can I use pre-shredded cheese instead of slicing the cheddar?
A: While you can, freshly sliced cheese melts more smoothly and provides a better texture. Pre-shredded cheese often contains cellulose to prevent clumping, which can affect melting.

Q: Can I make this without Velveeta?
A: Velveeta contributes to the creamy texture, but you can try substituting it with a combination of cream cheese and additional sharp cheddar.

Q: My cheese sauce is grainy. What went wrong?
A: Overheating the cheese sauce can cause it to separate and become grainy. Cook the cheese sauce on medium power in the microwave, stirring frequently, to prevent this.

Q: Can I use a different type of milk?
A: Yes, whole milk will provide the richest flavor, but you can also use 2% or even skim milk. Non-dairy milk alternatives can also be used, but may slightly alter the taste and texture.

Q: How do I prevent the macaroni from sticking together after cooking?
A: Be sure to cook the macaroni in plenty of boiling, salted water and stir it occasionally while cooking. Rinsing the macaroni briefly with cold water after draining can also help prevent sticking.

Final Thoughts

Grandma Sugar’s Shell Macaroni and Cheese is more than just a recipe; it’s a cherished memory, a symbol of comfort, and a testament to the power of simple, delicious food. Whether you’re making it for a holiday gathering, a weeknight dinner, or just a craving for something cheesy and comforting, I encourage you to try this recipe and experience the warmth and joy it brings. Don’t be afraid to add your own personal touches and make it your own. And most importantly, share it with the people you love – because that’s what Grandma Sugar would have wanted. Enjoy!

Grandma Sugar’s Shell Macaroni and Cheese Recipe