This is not the runny boxed kind but the real baked kind like grandma used to make. It’s far better then any elbow mac & cheese I’ve ever eaten. You can eat this with a fork.

I was looking for the ‘old fashioned’ baked mac & cheese I remembered eating as a kid so I experimented until I accidentally stumbled upon the shells idea. The shells make it chewy and thick and oh, so much better then elbow macaroni.

  • Yield: A full 2 quart casserole dish
  • Total: About an hour or so
  • Active: About an hour or so

Ingredients (7)

  • 1. 2-1/4 cups medium shells (I use Barilla but Ronco will work, too)
  • 2. 3 cups Kraft Mild Cheddar Finely Shredded Cheese (I’ve discovered that Bordens cheese makes it taste a little better.)
  • 3. 2 cups Kraft Sharp Cheddar Finely Shredded Cheese (I’ve discovered that Bordens cheese makes it taste a little better.)
  • 4. 1 12oz. can of Nestles Carnation Evaporated Milk plus another 1/2 cup of any milk later
  • 5. 1 tablespoon Argo 100% Corn Starch
  • 6. 1 tablespoon Land O Lakes Salted sweet cream butter
  • 7. A little salt and pepper to taste (If you don’t like the little black spots throughout your dish, you can use white pepper.)


  1. Under cook the shells a minute or two per box instructions then immediately rinse, drain, and set aside to cool a bit.
  2. The Roux: (sauce) In a small sauce pan add milk, cornstarch, butter, salt & pepper then bring to a slow boil stirring constantly until thickened some.
  3. Remove from heat and let stand to cool down a little.
  4. Now, start preheating your oven to 350 degrees F to bake for 40 minutes.
  5. In a large bowl or the pot you cooked the shells in, mix the 3 cups Mild Cheddar Cheese to the shells with a wooden spoon very well. (Try to fill all the shells with cheese)
  6. Now, add the rue and that additional 1/2 cup of milk and stir everything together well.
  7. When all is well blended, pour this soupy concoction into a 2 quart casserole dish and cover the top with the 2 cups of Sharp Cheddar Cheese.
  8. Bake, uncovered at 350 F, for about 40 minutes or until the edges start to turn a golden brown.
  9. When done, remove to cool a bit and serve. (It is hot!)
  10. Enjoy!