• Prep Time: 5 minutes
  • Cooking Time: 20 minutes
  • Serves: 6 servings

Shells & Cheese (with Bacon & Peas)

  • Recipe Submitted by on

Category: Cheese

 Ingredients List

  • 12 ounces, weight Small Or Medium Pasta Shells
  • 2 cups 2% Milk
  • 1 Tablespoon Butter
  • 8 ounces, weight Velveeta, Cut Into Cubes (I Actually Used About 10-12 Ounces!)
  • 2 cups Grated Sharp Cheddar Cheese (more To Taste!)
  • 1/4 teaspoon Seasoned Salt, More To Taste
  • 1/2 teaspoon Black Pepper
  • 1/2 cup Frozen Peas (more To Taste)
  • 8 slices Thin Bacon, Fried Crisp And Chopped


1. Cook pasta according to package instructions for al dente (do not overcook). Drain and set aside.

2. In a large pot heat the milk and butter over medium-low heat. Turn off the heat, then add Velveeta and stir until completely smooth and melted. Stir in the grated cheddar, then add seasoned salt and pepper. Stir until combined, then taste it and add more seasonings if needed.

3. Add cooked pasta and stir until coated. It will be soupy and saucy, but will thicken slowly.

4. If desired, stir in frozen peas (they will thaw) and bacon. Serve immediately.

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