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Shells and Cheese

Do you ever look back and remember meals your mom made???

Do you ever wonder how she fed the whole entire family with one small roast?

I know portion sizes have gotten larger but, goodness -

were our quantities THAT much smaller???

Even more strange, I remember certain meals being made

and served in certain pots, bowls and platters.

We never ate buffet style from the stove as we often do in our house these days.

It didn't matter to my mom if it was a weeknight or Sunday lunch,

dinner was always served at the table and NOT in the dishes it was prepared in.

Oh, heavens no. Do you remember what it was like to come in from after school activities and you saw a certain pot or dish out? I do, and immediately knew what we were having for dinner! Somehow, I don’t think it’s that way anymore. Do we have too many dishes these days or do we just cook a bigger variety?

One of my favorite memories is homemade mac and cheese.

Made in a specific brown round ceramic dish with it's own matching lid. My mom made that faithfully and Every. Single. Time. It was made in that same dish. Mac 'n cheese in our house was always a side dish to meatloaf or salmon croquettes. I was always so happy when it accompanied meatloaf, because I wasn't the biggest fan of that, so having a good side kept me from going hungry! I bet that dish was probably only 8 or 9 inches in diameter.

How in the world did she feed 5 people with that?! It was homemade macaroni and cheese for goodness sake!Okay, enough ranting - let's get to the yummy stuff - modern day crazy out of this world good, homemade Mac 'n Cheese. You'll die.

This is definitely not yo mama's homemade mac 'n cheese.

Making homemade mac 'n cheese, no matter what 'flavors' you want,

is basically all the same.

Boil the noodles to al dente, drain and place in a butter lined casserole dish.

Add in a few cups (globs) of cheese, my mom used velveeta, we use assorted cheeses,

some butter and some milk, salt and pepper.

Mom would top hers with some shredded cheddar and then bake.

We made an outright cheese sauce and poured it in, stirred and then baked.

Mom's would make it's own sauce during the baking process.

Our baking process was much shorter and we topped ours with bacon. Win.

Are you thoroughly confused yet???

Our middle daughter, Shelby, introduced us to this fancy mac

that we've named, "Shells and Cheese."

We don't eat it too often but, she's been the maker of it every time. For us,

we add a side salad and it's a complete meal it's that rich (and good).


recipe fills a 9x13 dish and feeds 12-15 - perfect for the holidays!

this can easily be halved for a 9x9 dish and feed 6 or so

1 lb box of penne pasta - cooked al dente

1cup bacon - diced

1/2 cup onion - diced

5 tablespoons butter

6 tablespoons all purpose flour

1 tablespoon mustard - dijon

3 cups whole milk

1 cup cream (or sub with whole milk)

1 teaspoon dried thyme (use more if fresh)

1 bay leaf - crumbled

1/2 teaspoon salt

2 cups shredded monterey jack

1/2 cup shredded white cheddar - we used Cabot(and a bit more for topping)

1/2 cup blue cheese - crumbled

1/2 cup parmesan (and a bit more for topping)


After boiling pasta in salted water until al dente,

drain and place in a buttered 9x13 baking dish.

Set aside.

Cook diced bacon until crispy, remove and set aside.

Keeping bacon grease in the same pan, saute onions until clear.

Add in the butter and stir until combined.

Using a whisk sprinkle in flour and stir constantlymaking a roux. Whisk in the mustard.

Gradually add in milk/cream stirring well.

Add onions and bacon grease into reserved pasta.

(You can certainly omit the extra grease if need be)

Next, add in spices and salt and simmer for about 15 minutes.

Strain out any bits of bay leaf and quickly stir in cheeses.

Stir until melted and add mixture into reserved pasta and stir well.

Top with a little extra shredded cheese and parmesan.

Bake in a preheated 450 oven for about 15 minutesor until golden and bubbly.

Before serving, top with reserved bacon crumbles and chopped parsley.

This is a richer than normal version of mac 'n cheese.

For an old fashioned traditional version

substitute the cheeses with about 3 cups of cubed velveeta,

omit the onion, mustard, thyme and bay leaves

and top pasta with shredded cheddar before baking.

The old fashioned version is pretty close to what my mom used to make

(in a little brown dish - quite similar to the one pictured above)

If you've never tried homemade mac 'n cheese,

I hope you will soon, it will be your new favorite comfort food!

A big thanks to middle daughter Shel (Shelby)

for introducing us to thisand expanding our horizons.



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