Grandma Sugar's Shell Macaroni and Cheese

Total Time
15 mins
35 mins

This is the ultimate comfort food to me. My mom's extra cheesy recipe for Macaroni Shells and Cheese!

Skip to Next Recipe




  1. Cook macaroni 10 minutes in boiling salted water.
  2. Coat microwave safe casserole dish with melted butter.
  3. Put cheese cubes, milk, and pepper in butter-coated, 2-quart casserole dish and microwave six minutes on medium power or until cheese is melted. Stir until it creates cheese sauce.
  4. Add cooked macaroni to the cheese sauce. Stir until all macaroni shells are coated with cheese sauce.
  5. Slice cheddar cheese into approximately 3/8" slices and insert slices into macaroni and cheese sauce mixture.
  6. Bake at 350 degrees for 35 minutes or until browned.
Most Helpful

this sounds like the best mac and cheese recipe that i've ever seen. will definitely make this as soon as i buy the velveeta next time i go to the market. think i'll probably cut it down to two cups as opposed to three, though. thanks so much for this recipe!

4 5

OMG this is so cheesy. I love cheese but this was a bit much for us. Next time I would only use two cups of Velveeta. I did add 1/2 teaspoon of pepper and my family thought it could have used more. This was good and everyone ate it but did comment that it had too much cheese.

4 5

Definitely extra cheesy in the final results. Some of the cheese did not blend as well as I would have liked so I guess I'm more accustomed to making a roux first to start off my cheese but this is definitely a quicker way to put it all together. I think it needs a bit more flavor as it was a little lacking and I added a lot of fresh ground pepper after baking. It was nice not to have to prepare a breadcrumb crust and just serve this as is straight from the oven. The top got nicely golden in 30 minutes. So glad I found this through the I Recommend Tag Game.