
Table of Contents
Get ready to experience the ultimate comfort food fusion! Philly Cheesesteak Mac and Cheese combines two beloved classics into one irresistible dish. Imagine tender pasta swimming in a creamy cheese sauce, loaded with savory steak, sautéed peppers, onions, and mushrooms – it’s pure comfort food heaven that will have everyone coming back for seconds.
Key Ingredients
This mouthwatering dish brings together the best of both worlds: the rich, cheesy goodness of classic mac and cheese and the savory flavors of a Philly cheesesteak. The combination of tender sirloin steak, aromatic vegetables, and a velvety provolone cheese sauce creates a symphony of flavors that will tantalize your taste buds.

Ingredients List
| Ingredient | Quantity |
|---|---|
| Small shells (uncooked) | 2 cups |
| Vegetable oil | 1 tablespoon |
| Salt and pepper | To taste |
| Sirloin, sliced thin | 1 pound |
| Unsalted butter | 3 tablespoons |
| Yellow onion, diced | 1 small |
| Green pepper, diced | 1 |
| White mushrooms, sliced | 8 ounces |
| Garlic, minced | 2 cloves |
| Salt | 1 teaspoon |
| Black pepper | 1/2 teaspoon |
| All-purpose flour | 2 tablespoons |
| Half and half | 1 cup |
| Whole milk | 1 cup |
| Provolone cheese, shredded | 2 cups |
Helpful Tools
Having the right tools makes preparing this delicious dish much easier:
- A large skillet for cooking the steak and vegetables
- A large pot for boiling the pasta
- A sturdy wooden spoon for stirring the cheese sauce
Pro-Tips
- For the best flavor, use freshly shredded provolone cheese rather than pre-shredded. The anti-caking agents in pre-shredded cheese can affect the smoothness of your sauce.
- Freeze the sirloin for about 20 minutes before slicing – this makes it much easier to cut thin, even slices that will cook quickly and evenly.
- Creamy Philly Cheesesteak Mac Cheese Bliss is a fantastic variation that adds a touch of cream cheese to the sauce for extra richness.
- Don’t overcook the pasta – cook it just until al dente since it will continue cooking slightly when combined with the hot cheese sauce.
- Let the dish rest for 5 minutes after cooking to allow the flavors to meld together and the sauce to thicken slightly.
How to Make Philly Cheesesteak Mac and Cheese

- Cook the pasta according to package instructions. When it is finished cooking, drain and set aside.
- While the pasta is cooking, heat the oil in a skillet. When it is smoking, add the sirloin and cook for about 5 minutes or until browned. Remove the meat from the skillet and tent loosely with foil.
- Drain any excess grease from the skillet, though there is no need to clean it.
- Melt the butter in a large skillet. Add in the peppers, mushrooms, onion, and garlic, then add the salt and pepper. Cook until the vegetables are soft, about 5 minutes.
- Whisk in the flour. Then slowly whisk in the half and half and the whole milk. Bring the milk to a simmer.
- Stir in the provolone and stir until completely melted.
- Add the cooked noodles to the cheese sauce.
- Finally stir in sirloin.
- Serve and enjoy!
Variations
Looking to mix things up? Try these delicious variations:
- Add some heat by mixing in diced jalapeños or a dash of hot sauce to the cheese sauce.
- Substitute the provolone with a combination of provolone and American cheese for an even creamier texture.
- For a lighter version, use whole wheat pasta and substitute half of the cheese with cauliflower puree for added nutrition.

Philly Cheesesteak Mac and Cheese
This Philly Cheesesteak Mac and Cheese is the ultimate comfort food mashup. It combines the creamy, cheesy goodness of homemade macaroni with the savory, meaty flavors of a classic Philly cheesesteak. Tender strips of seared ribeye, caramelized onions, and green peppers are folded into a rich Provlone and Cheddar cheese sauce, then baked until bubbly and golden.
- Total Time: 50
- Yield: 8 servings
Ingredients
— The Pasta & Steak —
1 lb (450g) elbow macaroni or cavatappi pasta
1 lb (450g) ribeye or sirloin steak, thinly sliced against the grain
1 tablespoon olive oil
1 tablespoon steak seasoning (or salt and pepper)
— The Veggies —
2 tablespoons butter
1 large green bell pepper, diced
1 medium yellow onion, diced
2 cloves garlic, minced
— The Cheese Sauce —
4 tablespoons butter
1/4 cup all-purpose flour
3 cups whole milk, warmed
2 cups (8 oz) Provolone cheese, shredded
1 cup (4 oz) Sharp Cheddar cheese, shredded
1/2 teaspoon salt
1/2 teaspoon black pepper
— The Topping (Optional) —
1/2 cup Panko breadcrumbs
1 tablespoon butter, melted
Instructions
1. **Prep:** Preheat your oven to 375°F (190°C). Lightly grease a 9×13 inch baking dish. Cook the pasta in salted boiling water until al dente (slightly undercooked is better as it will bake later). Drain and set aside.
2. **Sear Steak:** Season the thinly sliced steak with steak seasoning. Heat olive oil in a large skillet over high heat. Sear the steak strips quickly until browned (about 2-3 minutes). Remove steak from the pan and set aside.
3. **Sauté Veggies:** In the same skillet, melt 2 tablespoons of butter. Add the diced onion and green pepper. Sauté over medium heat for 5-7 minutes until softened and slightly caramelized. Add minced garlic and cook for 1 minute more. Remove veggies from pan.
4. **Make Roux:** In a large pot or Dutch oven (you can use the pasta pot), melt the 4 tablespoons of butter over medium heat. Whisk in the flour and cook for 1-2 minutes until bubbling and golden.
5. **Make Sauce:** Gradually whisk in the warm milk, stirring constantly to prevent lumps. Simmer for 3-5 minutes until the sauce thickens enough to coat the back of a spoon. Remove from heat.
6. **Add Cheese:** Stir in the shredded Provolone and Cheddar cheese until fully melted and smooth. Season with salt and pepper.
7. **Combine:** Add the cooked pasta, seared steak, and sautéed vegetables into the cheese sauce. Stir gently until everything is evenly coated.
8. **Bake:** Pour the mixture into the prepared baking dish. In a small bowl, mix the Panko breadcrumbs with the melted butter and sprinkle over the top.
9. **Finish:** Bake for 20-25 minutes until the cheese is bubbling and the topping is golden brown. Let it rest for 5 minutes before serving.
Notes
**Steak Tip:** To get very thin slices of steak, place the meat in the freezer for 30 minutes before slicing. This firms it up and makes it easier to cut.
**Cheese Choice:** Provolone is traditional for a Philly Cheesesteak flavor, but you can use White American cheese for an ultra-creamy, melty texture.
**Make Ahead:** You can assemble the entire dish up to the baking step, cover it, and refrigerate it overnight. When ready to eat, bake it for 30-40 minutes (it will take longer to heat through from cold).
**Shortcut:** If you are in a rush, you can use ground beef instead of steak strips. Just brown it with the onions and peppers.
- Prep Time: 25
- Cook Time: 25
- Category: Dinner
- Method: Baking
- Cuisine: American
FAQ
Can I make Philly Cheesesteak Mac and Cheese ahead of time?
Yes! You can prepare the dish up to the point of baking, cover it tightly, and refrigerate for up to 24 hours. When ready to serve, bake at 350°F for about 20-25 minutes until heated through.
What’s the best cut of beef to use for this recipe?
Sirloin is ideal because it’s tender and flavorful, but you can also use ribeye for extra richness or flank steak if you prefer. The key is to slice it very thin against the grain.
Can I freeze leftovers?
Absolutely! Store in an airtight container for up to 3 months. Thaw overnight in the refrigerator and reheat in the microwave or oven until hot throughout.
Conclusion
This Philly Cheesesteak Mac and Cheese recipe brings together the best of comfort food in one incredible dish. The combination of tender steak, sautéed vegetables, and creamy cheese sauce over perfectly cooked pasta creates a meal that’s both satisfying and memorable. Whether you’re cooking for a family dinner or entertaining friends, this dish is sure to impress. For more delicious ideas, follow me on Pinterest