Philly Mac-And-Cheese Steak

Active Time: 20 Mins
Total Time: 55 Mins
Yield: Serves 8 (serving size: about 1 cup) 

This hearty pasta dinner is super indulgent: think beef stroganoff meets hamburger helper, then pump up the goodness. Everything comes together in just under an hour, and this twist on mac and cheese makes some leftovers you’ll seriously look forward to. 


  • 4 teaspoons olive oil, divided
  • 1 cup sliced mushrooms
  • 1 cup thinly sliced onion (from 1 onion)
  • 3/4 cup sliced red bell pepper (from 1 pepper)
  • 3/4 cup sliced green bell pepper (from 1 pepper)
  • 1 teaspoon garlic powder
  • 3/4 teaspoon kosher salt
  • 1/2 teaspoon black pepper
  • 4 tablespoons unsalted butter
  • 4 tablespoons all-purpose flour
  • 2 1/2 cups whole milk
  • 2 teaspoons Worcestershire sauce
  • 1/2 teaspoon dry mustard
  • 4 ounces processed cheese (such as Velveeta)
  • 8 ounces cavatappi or elbow pasta, prepared according to package directions
  • 12 ounces chopped deli roast beef
  • 8 ounces sharp provolone cheese, shredded (about 2 cups), divided
  • 1/3 cup panko (Japanese-style bread crumbs)
  • Chopped fresh flat-leaf parsley (optional)

How to Make It

Step 1

Preheat oven to 375°F. Heat 1 tablespoon of the oil in a large skillet over medium-high. Add mushrooms, onion, and bell peppers; cook, stirring constantly, until veggies begin to soften, about 3 minutes. Add garlic powder, salt, and pepper; cook, stirring often, 2 minutes.

Step 2

Add butter to veggie mixture; cook until butter is melted. Sprinkle in flour; cook, stirring constantly, 1 to 2 minutes. Whisk in milk, Worcestershire, and dry mustard until smooth.

Step 3

Reduce heat to medium-low, and stir in Velveeta until smooth. Remove from heat, and stir in cooked pasta, roast beef, and 1 1/4 cups provolone until combined.  

Step 4

Pour mixture into an 11- x 7-inch baking dish lightly coated with cooking spray; top with remaining 3/4 cup cheese. Stir together panko and remaining 1 teaspoon oil in a small bowl. Sprinkle breadcrumb mixture evenly over pasta mixture, and bake in preheated oven until golden and bubbly, 20 to 25 minutes. Sprinkle with parsley, if desired.

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