Philly cheesesteak mac and cheese combines seasoned ground beef, sweet peppers and onions, and corkscrew pasta in a rich three-cheese sauce. It has everything I love about a cheesesteak in a creamy pasta dinner.
The idea floated around in my brain for about a year before I finally made it. Every time I mentioned it, the kids turned up their noses. They had never even tried a Philly cheesesteak, but it was new and different, so naturally they decided it must be disgusting.
Then one Friday night, we were really low on groceries. The only protein left was a pound of ground beef, and the only vegetables were an onion and a green pepper. We were fully stocked with cheese, though, so I finally had my chance.
Long story short, the recipe was a hit and earned a spot in the regular dinner rotation at the Murphy house. Savory beef, sweet peppers and onions, and a creamy cheese sauce come together in one hearty skillet-style pasta dinner.

Pick a Pasta That Holds the Sauce
The pasta matters in a mac and cheese this loaded. I like a sturdy shape with twists, curves, or ridges that can hold onto the beef, vegetables, and cheese sauce.
Barilla Cellentani is my go-to because its corkscrew shape catches plenty of sauce without becoming lost under the other ingredients. Another sturdy corkscrew or ridged pasta will also work.
How to Keep the Cheese Sauce Smooth
Grate the cheese from blocks so it melts more evenly. After cooking the onion and serrano pepper, make the butter and flour mixture over medium heat, then reduce the heat before slowly adding the cream.
Fold in the cheese over low heat and stir continuously until smooth. Add the milk gradually and stop when the sauce is creamy enough to coat the pasta. High heat can make cheese sauce grainy, so keep the pan gentle once the cheese goes in.
Tips for the Best Philly Cheesesteak Mac and Cheese
- Cook the pasta only until just al dente. It will continue to soften as it sits with the hot cheese sauce.
- Slice the onion from top to bottom so the pieces hold their shape while cooking.
- Use the linked baking soda ground beef method for tender, well-browned beef.
- Drain excess liquid before adding the seasonings so their flavor stays with the beef.
Quick tip: Read the complete recipe before cooking. The pasta, vegetables, beef, and cheese sauce come together quickly once the skillet is hot.
Philly Cheesesteak Mac and Cheese
Description
Corkscrew pasta, seasoned ground beef, sweet peppers, and onions come together in a smooth cheddar, Colby Jack, and Gruyere cheese sauce.
Ingredients
Main Ingredients
Cheese Sauce Ingredients
Other Ingredients
Philly Cheesesteak Mac and Cheese Instructions
Prep Time!
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Prep the Ground Beef
Stir 1/2 teaspoon baking soda into 1 tablespoon water. Pour the mixture over the ground beef and mix thoroughly with your hands. Let the beef rest for 15 minutes before cooking.
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Prep the Onions and Peppers
Slice the green pepper into long strips from top to bottom, then cut the strips in half. Slice the onion from top to bottom into wedges about 1/4 inch wide. Finely dice enough onion to measure 4 tablespoons and reserve it for the cheese sauce. Cut the serrano pepper in half lengthwise, scrape out the seeds with a spoon, finely dice it, and set it aside.
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Shred the Cheese
Grate the cheddar, Colby Jack, and Gruyere into a large bowl and set aside.
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Prep the Pasta
Cook the pasta according to the manufacturer's directions until just al dente. Drain it, return it to the pot, and stir in 4 tablespoons salted butter. Cover the pot to keep the pasta warm.
Cooking Instructions
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Cook the Ground Beef
Preheat a large skillet over medium heat and add 2 tablespoons high-heat cooking oil. Add the ground beef and cook until about 80 percent done and still slightly pink in spots. Drain excess liquid if necessary. Add the onion powder, salt, paprika, and white pepper. Continue cooking until the beef reaches an internal temperature of 160°F. Transfer it to a bowl and set aside.
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Cook the Veggies
Add the peppers and sliced onions to the skillet. Cook until the onions begin to turn translucent and the vegetables are tender but still slightly crisp. Transfer them to a bowl and set aside.
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Make the Cheese Sauce
Add the reserved finely diced onion and serrano pepper to the skillet. Cook over medium heat until the onion is translucent and very soft. Add 2 tablespoons butter and stir until melted. Stir in the all-purpose flour until no dry flour remains, then reduce the heat to low. Slowly add the heavy cream, stirring after each addition until smooth. Add the cheeses and stir continuously until melted. Add the milk gradually, beginning with 1/2 cup, until the sauce is creamy enough to coat the pasta. Cook over low heat for about 5 minutes, stirring frequently, until everything is hot and smooth. Do not let the sauce boil.
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Combine
Pour the cheese sauce over the pasta and stir until evenly coated. Fold in the peppers and onions, then stir in the ground beef. Serve hot with your favorite bread, a soft roll, or a simple salad.
Nutrition Facts
Servings 8
- Amount Per Serving
- Calories 796.82kcal
- % Daily Value *
- Total Fat 51.58g80%
- Saturated Fat 26.83g135%
- Cholesterol 148.38mg50%
- Sodium 667.63mg28%
- Potassium 489.08mg14%
- Total Carbohydrate 51.09g18%
- Dietary Fiber 2.66g11%
- Sugars 6.58g
- Protein 31.93g64%
- Vitamin A 1358.41 IU
- Vitamin C 15.02 mg
- Calcium 472.99 mg
- Iron 2.36 mg
- Vitamin D 1.14 mcg
- Vitamin E 1.76 mg
- Vitamin K 8.16 mcg
- Thiamin 0.16 mg
- Riboflavin 0.41 mg
- Niacin 3.74 mg
- Vitamin B6 0.43 mg
- Folate 38.31 mcg
- Vitamin B12 1.99 mcg
- Pantothenic Acid 0.99 mg
- Phosphorus 505.35 mg
- Magnesium 66.28 mg
- Zinc 5.15 mg
- Selenium 55.58 mcg
- Copper 0.26 mg
- Manganese 0.61 mg
* Percent Daily Values are based on a 2,000 calorie diet. Your daily value may be higher or lower depending on your calorie needs.

