Total comfort food! This one pot creamy beef and shells recipe is an easy dinner made from scratch with ground beef and shell pasta in a cheesy tomato sauce. Everything cooks in a single skillet, so cleanup is fast, too! Serve the dish with a side salad and cornbread, biscuits, or a loaf of crusty baguette for the ultimate family-friendly meal.

Ground Beef and Shells
For those of us who grew up with Hamburger Helper, Chef Boyardee, or Velveeta Shells and Cheese, this made-from-scratch dinner will be very nostalgic! Best of all, you won’t believe how quickly and easily the one-pot creamy beef and shells come together.

Far better than the packaged stuff, this simple, family-friendly meal is ready in just over 30 minutes. The pasta, ground beef, and sauce all cook together in a single skillet, so you don’t even have many dishes to wash at the end! You just can’t beat an easy ground beef recipe for busy nights.

Ingredients
This is a quick overview of the ingredients that you’ll need for a pot of ground beef and shells. As always, specific measurements and complete cooking instructions are included in the printable recipe box at the bottom of the post.
- Olive oil: for browning the meat.
- Ground beef: you can substitute with ground turkey or Italian sausage, if you prefer.
- Kosher salt and pepper: to enhance the other flavors in the dish.
- Italian seasoning: a convenient blend that typically includes marjoram, basil, rosemary, thyme, oregano, savory, and sage.
- Garlic powder and onion powder: for more savory, complex flavor.
- Sugar: just a small amount balances the acidity in the tomato sauce, resulting in a more complex dish with a brighter tomato flavor.
- Beef broth or beef stock: thins the sauce and adds flavor and richness to the dish.
- Medium shell pasta: the dry pasta goes right into the pan with the rest of the ingredients — no need to boil it first!
- Tomato sauce: adds a flavorful, slightly acidic component to the dish.
- Velveeta cheese: this American cheese gives the sauce a creaminess that’s hard to replicate with other types of cheese. Sure, you can substitute with extra cheddar, but the sauce won’t have the same smooth consistency.
- Sharp cheddar cheese: use a block of cheese that you grate by hand so that it melts smoothly into the sauce. For an even stronger flavor, try extra-sharp cheddar cheese.
- Heavy cream: gives the dish it’s creamy texture. Do not substitute with half-and-half, milk, or other lower-fat alternatives, which may break or curdle in the acidic tomato sauce.

How to Make Creamy Beef and Shells
These cheesy beef and shells are the perfect family-friendly weeknight dinner, with just 10 minutes of prep time!
- Brown the ground beef with olive oil in a large skillet, Dutch oven, or other large pot over medium heat. Drain excess fat.
- Stir in the salt, Italian seasoning, garlic powder, onion powder, sugar, broth, pasta shells, and tomato sauce.
- Bring to a boil, then reduce the heat, cover, and simmer until the pasta is tender, about 8-10 minutes. The total cooking time will vary, so keep an eye on the pasta and turn off the heat as soon as it’s al dente.
- Remove from the heat.
- Stir or whisk in the cream, Velveeta, and cheddar until the cheese melts and the sauce is smooth.
- Taste and season with salt and pepper, then serve!

What to Serve with Creamy Shells and Beef
Here are a few easy side dish recipes that pair nicely with the creamy one pot shells and beef:
- Skillet Cornbread, Sweet Cornbread Muffins, Corn Sticks, Mexican Cornbread, Honey Cornbread or Corn Muffins
- Garlic Bread or Garlic Breadsticks
- Southern-Style Green Beans or Arkansas Green Beans with Bacon
- Green Salad with Red Wine Vinaigrette, Caesar Salad or House Salad with Candied Pecans
- Baguette, Homemade Focaccia, or a loaf of crusty Dutch Oven Bread
- Buttermilk Biscuits, Drop Biscuits, Cheese Biscuits or Flaky Biscuits
- Pumpkin Bread or Pumpkin Muffins
- Creamy Coleslaw or Vinegar Coleslaw
- Southern Collard Greens
- Broccoli Cauliflower Salad
- Fried Apples or Baked Apple Slices
- Southern Succotash, Fried Corn or Corn Salad

Storage
- Beef and shells are best when served immediately, so I do not recommend preparing the dish in advance.
- Leftovers will keep in an airtight container in the refrigerator for 3-4 days.
- This dish does not freeze well, since the cream-based sauce has a tendency to “break” or separate when thawed.
How to Reheat
Place the ground beef and shells in a saucepan. The pasta and sauce will dry out a bit as it sits, so it’s helpful to add a splash of cream and a little bit of butter to the pan. Then warm over low heat, just until it reaches the desired temperature. Stir regularly and the sauce should become smooth again!

Recipe Variations
- Instead of the ground beef, try ground turkey, ground chicken, or Italian sausage.
- Swap out the shells pasta and use elbow macaroni, penne, rotini, farfalle, cavatappi, or another similar short shape.
- Try different types of cheese. For instance, swap out the cheddar and try white cheddar, Monterey Jack, gruyere or gouda.
- Add a can of drained, diced tomatoes.
- To add some extra vegetables to the pan, sautรฉ grated carrots or grated zucchini at the same time that you brown the meat.
- Instead of garlic powder and onion powder, use 1-2 cloves garlic (minced or pressed) and 1 small onion. Sautรฉ the garlic and onion with the ground beef so that it softens.

Tips for the Best Creamy Beef and Shells Recipe
- Use heavy cream. Do not substitute with half-and-half, milk, or other lower-fat alternatives, which may curdle or separate in the acidic tomato sauce. Use room temperature cream so that it’s less likely to break when added to the hot pan.
- Velveeta gives the dish a smooth, creamy texture and mouthfeel. Substituting with other types of cheese will change the consistency of the sauce.
- Use cheddar that you grate by hand. Do not use pre-shredded cheese in a bag, because those packaged cheeses include a powdery coating with stabilizers that prevent the cheese from melting as smoothly into the sauce.
- A small amount of sugar balances the acidity in the tomato sauce, resulting in a more complex dish with a brighter tomato flavor.
- Stir the shells occasionally as they simmer. This helps the pasta cook evenly and prevents it from sticking to the bottom of the pot.
- Remove the pot from the heat before adding the cream and cheeses. When cheese gets too hot, it separates and gives the sauce a grainy texture.
- Garnish the dish with a few tablespoons of Parmesan cheese, chopped fresh parsley, or fresh basil for even more flavor.

More Easy Ground Beef Recipes to Try
- Stuffed Pepper Casserole
- Taco Bake Casserole
- Homemade Nachos
- Ground Beef Noodle Casserole
- Baked Meatballs
- Shipwreck Casserole
- Homemade Lasagna
- Classic Beef Chili Recipe

Did you make this recipe?
If you enjoyed this recipe, please leave a comment with a 5-star review at the bottom of the post. Thank you!


















My Son-In-Law loved this! Definitely make again
Thank you, Cathie!
Thanks for the note about cheese turning grainy if heated too high. I have had this happen and had blamed the cheese, because it certainly couldn’t have been the something I did ! haha
Hah! Well, now you know, right?! ๐ Hope you enjoy the meal!
I’m confused. The recipe calls for 8 oz cup dry pasta shells.. but then you say.. 2 -3/4 to 3 cups before cooking.. that would be 3 cups x 8 oz =24 oz?!
Hi Lisa!
The recipe calls for 8 oz dry pasta shells. The measurement is there in cups for those who do not have a food scale.
Amazing! I wouldn’t change a thing!
Thank you, Lisa!
Easy to make, with tons of flavor!
Thank you, Renee! We’re so glad you enjoyed it.
I went ahead to see if this was good. It was good. However, way to much cheese. Needs more seasoning and cook down. I’m a chef, this left me with a bad feel. I use half of the cheese and heavy cream. Add fresh basil and a dash of fresh mint. Slow low simmering at end helps it.
Thank you for the feedback, Sean! We appreciate you taking the time to try the recipe and leave a review.