Ingredients (~6 servings)
- 1 1/2 cups water
- 1 1/2 cups heavy cream
- 3/4 tsp garlic powder
- 3/4 tsp onion powder
- 3/4 tsp paprika
- 3/4 tsp mustard powder
- 3 cups uncooked medium shells
- 12 oz Velveeta cheese, cut into small cubes
- 1 cup grated sharp cheddar
- Salt & pepper to taste
Get the Base Going and Add the Pasta
Add the water, cream, garlic powder, onion powder, paprika, and mustard powder to a Dutch oven or large saucepan over medium-high heat.
Whisk until the spices dissolve – the mixture will look a bit cloudy at first but will smooth out.
Once it starts boiling, add the pasta and give it a good stir so nothing sticks to the bottom.
Cook Until Most Liquid is Absorbed
Reduce the heat to medium so you get a rapid simmer, not a furious boil.
Let it cook uncovered for ~8-10 minutes, stirring every minute or so to prevent sticking.
You’re looking for the pasta to be al dente and most of the liquid absorbed – there should still be some creamy liquid left in the pot but not soupy.
Add the Cheese and Finish
Turn off the burner but leave the pot on the heat.
Stir in the Velveeta cubes first – they’ll melt quickly into the remaining liquid.
Once the Velveeta is mostly melted, add the sharp cheddar and stir until everything is smooth and creamy.
Take the pot off the heat once all the cheese is incorporated; Season with salt and pepper and serve immediately while it’s at its creamiest.

Cheesy Velveeta and Shells
Ingredients
Ingredients (~6 servings)
- 1 1/2 cups water
- 1 1/2 cups heavy cream
- 3/4 tsp garlic powder
- 3/4 tsp onion powder
- 3/4 tsp paprika
- 3/4 tsp mustard powder
- 3 cups uncooked medium shells
- 12 oz Velveeta cheese cut into small cubes
- 1 cup grated sharp cheddar
- Salt & pepper to taste
Instructions
- Add water, cream, garlic powder, onion powder, paprika, and mustard powder to a Dutch oven over medium-high heat and whisk until smooth.
- Bring to a boil, add pasta, and stir well.
- Reduce heat to medium and simmer uncovered for 8-10 minutes, stirring every minute, until pasta is al dente and most liquid is absorbed.
- Turn off heat and stir in Velveeta cubes until mostly melted.
- Add sharp cheddar and stir until smooth and creamy.
- Remove from heat, season with salt and pepper, and serve immediately.






