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This easy cheesy Velveeta and shells recipe is perfect for tired parents! It’s a one pot pasta with a silky cheese sauce that even the pickiest eaters will devour.

Cheese lovers, try my Cheese Sauce for Broccoli or One Pot Cheesy Orzo next.

a bowl of cheesy velveeta and shells with a fork

Why you’ll love it

There’s really not much to this cheesy pasta, and that’s what makes it so appealing. This ain’t a fancy recipe, folks. You can’t beat how Velveeta melts, and we’re pairing it with sharp cheddar for a little extra flavor. Everything is made in one pot in 30 minutes.

As per usual in the S&L playbook, we’re using ingredients that you’re likely to have on hand including heavy cream, onion and garlic powder, and everyone’s favorite plastic cheese (I kid). This no-fuss pasta is sure to be a hit with toddlers or for a midnight meal!

What you’ll need

  • Heavy cream – the base of the luxurious sauce and what the pasta cooks in (along with water)
  • Seasoning – we’re using a mixture of garlic powder, onion powder, paprika, and mustard powder for savory depth. Together, they balance the richness and enhance the flavor.
  • Pasta – shells are the perfect vessels to capture the delicious velvety sauce!
  • Cheese – using both Velveeta and freshly grated sharp cheddar makes the flavor nicely rounded
ingredients for velveeta and shells pasta in prep bowls

Helpful tips

  • Cut the Velveeta into small cubes (less than 1″) so that it melts faster.
  • You may need to adjust the stove’s temperature to maintain a constant simmer.
  • As with any one pot meal, adjust the liquid ratios as needed. You might have to add more water depending on your cookware and stovetop.

How to make Velveeta and shells

This is an overview with step-by-step photos. Full ingredients & instructions are in the recipe card below.

whisking cheese sauce in a pot and adding pasta

To a Dutch oven or large saucepan over medium-high heat, add the water, cream, garlic powder, onion powder, paprika, and mustard powder. Whisk together. Add the pasta once boiling. Reduce the heat to a rapid simmer, stirring often.

a pot of velveeta and shells before and after cooking

Once the pasta is al dente, turn the burner off. Stir in the Velveeta and sharp cheddar, and remove from the heat once it has melted in. Give it a taste, and season with salt & pepper as needed to bring out the flavors.

Tools for this recipe

Check out Natasha’s favorite kitchen essentials, gadgets, and cookware!

  • It’s important to grate your own cheddar. I use this grater.
  • Here’s my trusty Dutch oven and favorite whisk pictured.
  • I love storing uncooked pasta in these airtight pantry containers for freshness.

Substitutions and variations

  • From an ingredients perspective, this is sort of a finicky one that I tested extensively to get right, so I don’t recommend making substitutions (at least not the first time you make it).
  • Don’t swap out the cream for something lower fat. It’s liable to separate, not work with the one pot method, and just won’t taste as good!
  • You could also try my classic Quick & Easy Stovetop Mac and Cheese or Baked Mac and Cheese instead.

What to serve with this cheesy pasta

Leftovers and storage

  • I like it best fresh, but you can store any leftovers for 3-4 days in the fridge.
  • Reheating on the stovetop is best, low and slow in a saucepan, so that it doesn’t separate or clump. Stir often. Add a little bit of milk, butter, or cream if needed to perk up the sauce.
  • I don’t recommend freezing this one.
a pot of velveeta and shells with a serving spoon

If you made this cheesy pasta with Velveeta, please leave a star rating and review in the comments below! You can also tag me on Instagram with your S&L creations.

a bowl of cheesy velveeta and shells with a fork
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Cheesy Velveeta and Shells

This easy cheesy Velveeta and shells recipe is perfect for tired parents! It's a one pot pasta with a silky cheese sauce that even the pickiest eaters will devour.
Prep: 10 minutes
Cook: 20 minutes
Total: 30 minutes
Servings: 4

Ingredients 

  • 1 cup water
  • 1 cup heavy/whipping cream
  • 1/2 teaspoon garlic powder
  • 1/2 teaspoon onion powder
  • 1/2 teaspoon paprika
  • 1/2 teaspoon mustard powder
  • 2 cups uncooked medium shells
  • 8 ounces Velveeta cheese cut into small cubes
  • 3/4 cup grated sharp cheddar see note
  • Salt & pepper to taste

Instructions 

  • Add the water, cream, garlic powder, onion powder, paprika, and mustard powder to a Dutch oven or large saucepan over medium-high heat and whisk until the spices have dissolved. Once it starts boiling, add in the pasta.
  • Reduce the heat so it's not furiously boiling (a rapid simmer is ideal). I cook mine over medium heat. Let it cook uncovered until the pasta is al dente and most of the liquid has been absorbed (about 8 minutes). Stir it every minute or so.
  • Turn the burner off (leave the pot on the burner), and stir in the Velveeta and cheddar, then take the pot off the heat once it's melted in. Season with salt & pepper as needed and serve immediately.

Notes

  • Grate your own cheddar (vs. the pre-grated kind in bags) so it melts better.
  • As with any one pot meal, ingredients and stoves vary. If you’re running out of liquid (like it’s coming close to sticking and burning) when you still have a while to go before the pasta is done, add in more water, 1/2 cup or so at a time. 

Nutrition

Calories: 604kcal, Carbohydrates: 47g, Protein: 24g, Fat: 36g, Saturated Fat: 22g, Polyunsaturated Fat: 2g, Monounsaturated Fat: 7g, Cholesterol: 112mg, Sodium: 1060mg, Potassium: 394mg, Fiber: 2g, Sugar: 8g, Vitamin A: 1767IU, Vitamin C: 0.5mg, Calcium: 529mg, Iron: 1mg

Nutrition information is automatically calculated, so should only be used as an approximation.

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Hi! I’m Natasha.

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