
This Loaded Philly Cheesesteak Mac and Cheese transforms the classic Philly cheesesteak into the kind of creamy baked pasta you dream about on a chilly night. With juicy steak, caramelized vegetables, and a double cheese sauce, this bowl brings comfort and nostalgia in every gooey bite.
I whipped up this mac on a Sunday when everyone in my house wanted something a little cozy but packed with flavor. Now it is what I make anytime there is leftover steak around and I need something everyone will eat without a single complaint.
Ingredients
- Ribeye or sirloin steak: sliced thin as it brings tenderness and iconic steak flavor choose well-marbled pieces for best results
- Green bell pepper: adds classic cheesesteak flair and a bit of sweetness pick one that feels heavy and glossy
- Small onion: rounds out the Philly vibe with just the right savory note go for yellow or sweet varieties
- Olive oil: is needed for searing and boosts flavor use extra virgin if possible
- Elbow macaroni or short pasta: holds all the cheesy sauce well look for sturdy shapes that cook up al dente
- Butter: gives your sauce richness pick real unsalted butter for best control of flavor
- All-purpose flour: thickens the sauce smoothly go with fresh flour for best results
- Whole milk: brings creaminess and a full mouthfeel avoid watery or skim types
- Provolone cheese: offers authentic steakhouse tang buy a block and shred for smooth melting
- Cheddar cheese: adds sharp interest and color opt for an aged variety for best punch
- Garlic powder: brings depth in a pinch go for a fine pure powder
- Salt and black pepper: fine-tune your seasoning
- Chopped parsley or chives: optional prettiness and bright finish use fresh herbs for visual pop
Step-by-Step Instructions
- Boil the Pasta:
- Bring a large pot of salted water to a rolling boil drop in the pasta and cook just until firm to the bite drain well and set aside so it does not get mushy
- Sear the Steak and Veggies:
- Place a large skillet on medium-high heat and pour in olive oil once hot scatter the onions and peppers across the pan let them cook for about six minutes stirring often until caramelized and softened add steak slices in a single layer season well and cook just until no longer pink quickly so it stays tender then remove everything and keep warm
- Create the Cheese Sauce:
- In the now-empty skillet or a saucepan set over medium heat melt the butter until foamy sprinkle in the flour while whisking constantly cook this mixture for about a minute to remove any raw flavor then slowly pour in the milk whisk more and simmer gently as the sauce thickens add garlic powder salt and pepper then toss in provolone and cheddar handful by handful stirring until you have a perfectly smooth and cheesy sauce
- Combine Everything:
- Scrape the cooked pasta right into the cheese sauce fold in the cooked steak onions and peppers ensuring every bit is coated with sauce take time here so that all flavors become one
- Broil for the Best Topping:
- If you like a bubbly golden crust transfer your mac and cheese to an oven safe skillet layer extra cheese on top then place under a preheated broiler for just a couple minutes until gloriously browned and bubbling keep an eye out as this happens very fast
- Add Garnishes and Serve:
- Finish with a sprinkle of parsley or chives for some green pop then scoop straight from the pan to the bowl for the best melted cheese pulls

The caramelized onions are always my favorite part I love how their sweetness mixes with the sharpness of cheddar A few months ago my brother declared this was better than any steakhouse mac and cheese we ever tasted which made the kitchen cleanup totally worth it
How to Store Leftovers
Let everything cool then spoon into an airtight container Store in the fridge up to three days I always drizzle a splash of milk before reheating to keep it creamy and cover the bowl when microwaving to help the cheese stay moist
Smart Ingredient Swaps
No ribeye handy leftover roast beef or even ground beef works brilliantly Swap bell peppers for colorful sweet ones or try mushrooms for deeper savoriness When out of provolone mozzarella melts beautifully into the sauce and adds a stretchy bite that nobody will turn down
Ways to Serve
Serve it hot from the pan for casual comfort food or bake smaller portions in ramekins for individual servings This also makes a hearty side to a crisp salad or works as part of a party spread when cut into squares and served on toothpicks The leftovers tuck perfectly into a thermos for workday lunches
A Little Philly Cheesesteak Lore
The original Philly cheesesteak came to fame on the streets of Philadelphia where ribeye and cheese met bread in perfect harmony Swapping the roll for pasta keeps all those iconic flavors but adds creamy nostalgia for anyone who grew up loving mac and cheese In my kitchen this playful mashup gets requested every birthday and rainy night
Recipe FAQs
- → What cut of beef works best for this dish?
Ribeye or sirloin are recommended for their tenderness and flavor. Thinly slicing ensures quick, even cooking.
- → Can I substitute other cheeses?
Yes, provolone and cheddar are traditional, but you can mix in mozzarella or Monterey Jack for variety.
- → What pasta shapes work best?
Elbow macaroni holds the sauce well, but shells, rotini, or penne also work beautifully for this combination.
- → How can I make this dish ahead of time?
Assemble all components, refrigerate, and broil with extra cheese before serving for melty, fresh results.
- → Is broiling necessary?
Broiling creates a golden, bubbly top but is optional—the dish is flavorful and creamy even without this step.