Creamy Shells & Cheese with Brie and a Buttery Cracker Crust


Creamy 4 Cheese Shells & Cheese with Brie and a Buttery Ritz Cracker Topping |  Salad of Baby Lettuces with Roasted Tomato Vinaigrette

Intro Collage

The week before Christmas, when Madison and Michael were both traveling, I made this version of mac & cheese for Max, Mallory and I.  It was the food we were craving at the time.  The house seemed a bit strange with both of them gone and, in the last days of finals and Christmas preparations, the three of us were exhausted.  This warm, creamy pasta and cheese with the buttery cracker topping proved to be the antidote.

Now, macaroni & cheese is not new territory for this family…there was this recent favorite, as well as this fancy grown up version and this truffled number…and I must say, all have been thoroughly enjoyed.  But, if texture…ultra smooth, creamy, soft-as-velvet sauce…is your hot button than, well, this is the mac & cheese for you.

The original recipe uses cheese familiar to this classic dish {sharp, white cheddar, havarti and fontina} but the star of the show:  creamy brie. I found that while the addition of brie did not impact the overall flavor, it served to create one of the most thick and creamy sauces I have ever tasted.


As for the other cheeses, I used a sharp white cheddar {most important for flavor} as well as Gruyère and havarti {both of which melt into the sauce very easily}.  With the holidays now in our rear view mirror, this is a great dinner option for using up any leftover cheese taking up residence in your refrigerator.  You can play with some of your favorites…mild cheddar, fontina, parmesan…but the brie is not negotiable, it is a must.


Once the cheese has been grated {brie cut up into small pieces}, the recipe comes together quite easily.  Butter, flour and milk are used to make a traditional béchamel sauce which is then flavored with dry mustard, cayenne pepper, salt & freshly ground pepper and into which the cheese is melted.


The topping:  buttery Ritz crackers, crumbled and quickly toasted with melted butter and garlic.  I have to admit, after years of making my own breadcrumbs as a topping, I think the crumbled Ritz crackers are better!


As for the pasta, I chose shells which act like little cups and deliver more of the wonderful, cheesy sauce in each bite…



Creamy Shells & Cheese with Brie and a Buttery Cracker Crust
Brie creates the ultimate creamy sauce for this pasta and cheese topped with a buttery cracker crust.
  1. 7 tablespoons unsalted butter, divided
  2. 1 clove garlic, minced or grated
  3. 1 1/2 cups crushed Ritz crackers (about 1 sleeve)
  4. 1 pound medium shell pasta
  5. 1/4 cup flour
  6. 3 cups warm whole milk
  7. 1 1/4 cups sharp white cheddar cheese, shredded
  8. 1 1/4 cups Gruyere cheese, shredded
  9. 1 1/4 cups havarti cheese, shredded
  10. 8 ounces Brie, rind removed and chopped
  11. 1/4 teaspoon mustard powder
  12. 1/4 teaspoon cayenne pepper
  13. 1/4 teaspoon salt
  14. 1/2 teaspoon pepper
  1. Preheat oven to 350 degrees F. Spray a baking dish with nonstick spray.
  2. Bring a large pot of salted water to a boil. Boil the pasta until al-dente. You want it to have a bit of bite. It will finish cooking in the oven. Drain well.
  3. While the pasta boils add 3 tablespoons butter to a medium skillet and melt. Add the garlic and sauté 30 seconds then throw in the crushed Ritz crackers and toss to coat.
  4. Toast the crumbs for 3-5 minutes, stirring frequently to avoid burning. Once the crumbs are lightly toasted remove form the heat and set aside.
  5. In the same pot you boiled the pasta, melt the remaining 4 tablespoons butter over medium heat. Whisk in the flour. Reduce the heat to medium-low and let cook for 1 minute, stirring once or twice to avoid burning. Gradually whisk in the milk and raise the heat up to medium-high. Bring the mixture to a boil, whisking frequently until the sauce has thickened, about 2-3 minutes. Remove from the heat and stir in all of the cheese, mustard powder, cayenne, salt and pepper. Stir until the cheese is fully melted. Stir in the pasta and transfer to the prepared baking dish.
  6. Evenly sprinkle on the toasted cracker crumbs and place the baking dish on a baking
  7. sheet.
  8. Bake for 20 minutes or until the crumbs are golden brown and the sauce is bubbling.
  9. Remove from the oven and let site five minutes before serving.
Adapted from Half-Baked Harvest

Tomatoes and cheese just go together…think pizza and the classic pairing of tomato soup and grilled cheese.  When I first prepared the Shells & Cheese above, I served our favorite {and easy} Tomato Soup but tonight I wanted to serve a salad using some of the fresh greens I purchased  at this weekend’s farmers’ market.


I wanted it to be a simple salad, not a big production, just some greens tossed in a flavorful dressing.  When I came across this Mediterranean Salad with Roasted Tomato Vinaigrette last week the dressing caught my eye and it was just what I was looking for tonight. 

Simple Greens with Roasted Tomato Vinaigrette
A savory, warm dressing which lends its flavor to simple winter greens. A perfect side to a rich pasta, soup or stew.
  1. 1, 28-ounce, can whole peeled tomatoes, drained + 4 tablespoons of juice reserved
  2. 1/2 cup extra virgin olive oil + more as needed
  3. Dried oregano
  4. 2 tablespoons balsamic vinegar
  5. 2 tablespoons red wine vinegar
  6. 1/2 teaspoon sea salt
  7. freshly ground black pepper
  8. 3-4 handfuls Little Gem or baby lettuces, washed, dried and torn into bite~sized pieces
  1. Preheat the oven to 350 degrees F and line a baking sheet with aluminum foil. Drain whole peeled tomatoes, reserving 4 tablespoons of juice from the can. Slice the tomatoes in half lengthwise and gently squeeze out some of the juice and seeds. Place the tomatoes on the prepared baking sheet and lightly coat them with extra virgin olive oil. Sprinkle the tomatoes with some dried oregano and sea salt. Roast for 45 minutes, stirring the tomatoes halfway through to prevent sticking.
  2. In a blender, add the roasted tomatoes, 1/2 cup olive oil, balsamic vinegar, red wine vinegar, reserved tomato juice, and a few grinds of black pepper. Puree until smooth (note: the vinaigrette may separate with time so leave it in the blender and mix again right before serving). Taste and add more salt if necessary.
  3. In a large bowl, toss the lettuce leaves with a bit of the dressing and serve. Remaining dressing can be placed in to an airtight container and stored in the refrigerator for up to a week. Shake well or blend again before using.
Adapted from Savory Simple
Adapted from Savory Simple

K Initial

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