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One Pot Pesto Shells + Cheese

Active Time: 15 minutes
Total Time: 25 minutes
  • Vegetarian
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Why we love it:

Simple, classic, craveable. Using a nice sharp white cheddar makes this a little more grown up and the swirl of pesto at the end is a simple but unique touch. Add broccolini, call it a square meal.


  • 312 teaspoons Kosher Salt
  • 1 pound Shells Pasta (medium size, or pasta of your choice)
  • 1 bunch Broccolini
  • 3 Tablespoons Unsalted Butter
  • 3 Tablespoons Flour
  • 112 cups Whole Milk
  • 112 cups Cheddar Cheese (grated)
  • 14 cup Pesto (store bought is fine here)
  • 14 teaspoon Black Pepper

Cooking Instructions

  • 1. PASTA

    Bring a large pot of water to a boil with a good amount of salt - for pasta, at least 1 Tablespoon of salt goes in. Add the pasta and cook according to package instructions until al dente. Add the broccolini to the boiling pasta pot when there are about 6 minutes left to cook (your pasta will likely call for 11 - 14 minutes, so add the broccolini after the pasta gets a 6 - 8 minute head start).

    Drain. Pluck out the broccolini and set aside on a separate plate.

  • 2. SAUCE

    To use one pot, cook the sauce after the pasta is done. To go faster, use a second pot and start the sauce while the pasta is boiling.

    Melt the butter over medium heat. Add the flour and whisk until completely combined; the mixture will look like wet sand. Cook, stirring constantly for about 1 minute.

    Gradually whisk in a little bit of the milk until smooth, then whisk in the remaining milk and continue whisking until smooth. Bring to a boil, then reduce the heat to medium-low. Simmer, stirring occasionally, until thickened enough to coat the back of a spoon, about 3 - 5 minutes.

    Remove from the heat and stir in the cheese, a little bit at a time until melted and smooth. Stir in the pesto, salt, and pepper, if using.

  • 3. TOSS

    Add the cooked pasta to the cheese sauce and stir gently until the pasta and sauce are evenly combined.

  • 4. SERVING

    Plate a scoop of shells and cheese with broccolini on the side. Top the pasta with more pesto sauce if you like and salt the broccolini to your taste.

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    use GF pasta and omit flour. Instead, whisk the cold milk, unmelted butter, and 1 Tablespoon of cornstarch together in a pot and bring it up to a boil. Once boiling whisk well and remove from heat when it’s thickened. Stir in cheese and continue as directed
    toss the cooked pasta with purchased cashew cheese sauce, stir in the pesto (a dairy free one!) and omit the cheddar. Depending on how thick or thin you like the sauce, you can steam in a little soy or almond milk too
    check the pesto you buy or make your own without nuts
  • PESTO:
    make your own or use store bought, or omit, it’s just a nice change
    gruyere, mozzarella, parmesan, or a combination works too
    save the pesto until the very end so you can serve theirs without it

Prep Ahead & Use It Up

  1. You can make this entirely ahead, but honestly, it’s not as good as the first time you cook the sauce
  2. If you make it ahead, it’s actually tastier if you put it in a casserole dish, top with more cheese and breadcrumbs and reheat it as a casserole rather than soft mac and cheese
Rate this recipe:
3 votes, average: 5.00 out of 53 votes, average: 5.00 out of 53 votes, average: 5.00 out of 53 votes, average: 5.00 out of 53 votes, average: 5.00 out of 5 (3 votes, average: 5.00 out of 5)
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