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Uncle Terry’s Stuffed Shells With Cheese, Bacon, and Cream

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Uncle Terry's stuffed shells

Uncle Terry's stuffed shells

My Uncle Terry Was an Excellent Cook

I’m not a big fan of long, blog-style recipes, so I’ll keep this short.

My great-uncle was an amazing person and an excellent cook. Unfortunately, not everyone in my family was a good cook, so I learned a lot of my skills by myself. Terry was one of the few people in my family who taught me anything about cooking, and this recipe was one of my favorites. I’m so glad he shared it with me. Terry passed away a while ago, and I wanted to share a little piece of him with the world. I hope you like it!

Note: I have included some detailed notes about some of the instructions, which are listed directly below the instructions. The note numbers correspond to the instruction numbers.

Cook Time

Prep timeCook timeReady inYields

1 hour

45 min

1 hour 45 min

Serves 6 to 9 people (2 to 3 shells per person)


  • 18 jumbo pasta shells, dry

For the filling:

  • 1 (15-ounce) container ricotta
  • 2 to 3 eggs, beaten
  • 1 pound mozzarella cheese, shredded
  • 1 (9- or 10-ounce) package frozen chopped spinach, cooked
  • 1/2 pound (about 5 to 6 slices) bacon, cooked (optional)
  • 1/4 teaspoon nutmeg
  • black pepper, to taste
  • salt, to taste

For the sauce:

  • 1/2 cup (1 stick) unsalted butter
  • 2 to 3 cloves garlic, minced
  • About 1/4 cup lemon juice
  • 1 cup heavy cream


  • About 3 ounces Parmesan cheese, shredded
  • Reserved bacon, cooked, crumbled (optional)


  1. Fill a large pot with water to boil on high. Cover until boiling, then generously salt the water. Do NOT add any kind of oil to the water. Once the water has returned to a rolling boil, add shells and cook, uncovered, according to the package.
  2. While you are waiting for the water to boil before cooking the shells, cook spinach and bacon according to their packages and your preferred method.
  3. When the pasta is done boiling, drain it and set aside. You don’t need to reserve any pasta water.
  4. Once the spinach is cooked, drain it and set it aside to cool. In a medium to large mixing bowl, add the ricotta and the eggs and mix well. Once combined, take a rubber spatula, and use it to flatten and smooth the mixture.
  5. Season the filling now so you can see it. First, season with the nutmeg, lightly dusting the surface of the mixture. Next, season it with salt and pepper to taste. Mix to incorporate the seasoning evenly in the mixture.
  6. Add in the mozzarella or Italian blend cheese, and mix well. Then add the spinach and combine. The spinach can be a little warm but not so hot that it cooks the eggs. If you are using bacon, crumble it well. You can add it to the mixture and combine, just top the shells with it, or put some in the mixture and reserve some to top the shells.
  7. Line up the shells, filling mixture, and a casserole or baking dish, or pan. Take one shell out at a time. Be careful to peel it away from the other shells if any of them stick. If some do split or break apart, you can still sort of wrap the shell around the filling.
  8. Hold the shell in your hand, and use a tablespoon, your other hand, or another utensil to carefully scoop the filling into the shell. You may need to hold the shell open while stuffing. Once you have stuffed the shell to the point that the filling is slightly overstuffed, place it in the pan, and try to lean it against the edge in a corner.
  9. Repeat step 8, carefully propping the next shell against the first, forming a row. Then begin another until all of the shells are filled.
  10. Once you have stuffed all of the shells, if you have any leftover filling, try to find shells that look like they could hold a little more and divide the remaining filling between them.
  11. When all of the filling is used, set the shells aside. Preheat the oven to 350°F while preparing the sauce.
  12. In a medium-sized saucepan, melt the butter on medium-low until completely melted. Mince the garlic (or use pre-minced) and add it to the pan; you may need to lower the heat even more. Sauté the garlic briefly, about 1 minute or less. You don’t want to brown the butter or the garlic.
  13. Add the lemon juice. You can put it on medium or medium-low for the juice. After adding the juice, just briefly allow it to steam for about 1 minute.
  14. Start incorporating the cream slowly while whisking. Once all of the cream has been added, whisk until the ingredients are completely incorporated. Turn the heat up to medium or medium-high, and allow the sauce to come to a boil but not boil over. Reduce heat to medium-low or low, and allow the sauce to simmer for about 5 minutes. Continue whisking occasionally to prevent burning or to fix separating. Then remove from heat.
  15. Carefully pour the sauce over the shells, making sure each shell is mostly covered in sauce. Top with the Parmesan and the bacon if you choose to use it as a topping.
  16. Cover the pan with aluminum foil or a casserole lid. Place on the middle rack and cook for about 30 minutes or until the cheese is bubbling. Remove the lid or foil and allow to brown for 5 to 15 minutes, or you may briefly broil if desired.
  17. Remove pan from oven and allow about 5 minutes to cool. Serve immediately. You may spoon sauce over them if desired. Serve alone or with a light salad only.

Notes and Tips About Instructions

Note numbers refer to the instruction numbers above.

  1. Cooking the pasta: al dente is recommended. You want the pasta to hold its shape well, as the filling will be generously stuffed into the shells, but you don’t want to undercook it either and end up with tough pasta after baking.
  2. You may substitute the frozen spinach with fresh, but it must be boiled as well. The bacon is optional; it’s nice to have once and a while, but without it, the shells are still very rich. It's also a good meatless meal without the bacon. I like to cook my frozen spinach and bacon in the microwave, so if you choose this option, cook the spinach first.
  3. I prefer to rinse my shells and separate them before they cool, so they don’t stick. Rinsing them is optional; I just find it prevents any exposed pasta from being tough, and it helps to separate the shells easily.
  4. When it comes to the eggs, my uncle always said you observe the mixture visually to see how many eggs to use, but I usually prefer 2 eggs. Using 3 will make a firmer mixture.
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  7. I used a 13x9-inch casserole pan, but sometimes there’s a little extra space, so you may choose a smaller pan. The shells should fit in the pan snugly but not overlapping or squishing the other shells. If there is extra space, try to space the shells out so none of them are laying out and splitting or spilling the filling out if you can. You may use non-stick spray if you like, but a non-stick dish or pan is better. This dish is so rich that there will be excess fats in the pan after cooking, so keep this in mind.
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  9. If you find it difficult to fill them without ripping them or you are having trouble holding them, fill them slightly and put them in the pan, and you can finish filling them after you get all of the shells in the pan and they have some support.
  10. If any of your shells are ripped at any point, and they have to be wrapped, try to put these in the middle of the rows/the pan so that they can be supported by the other shells.
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  13. You want enough to still be able to smell the lemon after it lightly steams. You may add less than 1/4 cup and add more as needed. You may add less or more than 1/4 cup in total, just not so much that the smell is overwhelming or the mixture looks too watery.
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  17. I recommend a serving of two shells, but three shells are the maximum I would recommend. Trust me when I say that even the heartiest appetites can’t handle too many of these. These shells are so rich they are not meant to be eaten in large quantities, and doing so will make you sick. I would recommend most children only have one or a half of one if they don’t have a big appetite.

Nutritional Facts Information

Please note the nutritional facts are based on the recipe with 2 eggs, 10 ounces of spinach, 3 cloves of garlic, and with the bacon.

© 2019 KC Jones