Let me tell you about the first time I made Philly Cheesesteak Mac and Cheese—it was an absolute game-changer in my kitchen. I was craving something hearty and comforting, but I couldn’t decide between a classic Philly cheesesteak or my go-to mac and cheese. So, I thought, why not combine the two? The result? A creamy, cheesy, flavor-packed dish that’s become a family favorite. Imagine tender slices of ribeye steak, sautéed peppers and onions, and al dente pasta all smothered in a rich provolone cheese sauce. It’s the ultimate comfort food mashup, and trust me, once you try it, you’ll be hooked.

Why You’ll Love This Philly Cheesesteak Mac and Cheese
This dish hits all the right notes – it’s creamy, savory, and downright irresistible. Here’s why it’ll become your new weeknight superstar:
Perfect Comfort Food Combo
Two iconic dishes collide in the best way possible. You get that unmistakable Philly cheesesteak flavor – juicy ribeye, caramelized peppers and onions – tangled up with velvety mac and cheese. It’s like your favorite sandwich and childhood pasta had the most delicious baby.
Quick and Easy to Make
From start to creamy finish, you’re looking at just 35 minutes – and most of that’s hands-off time while the pasta cooks. Plus, you can make the whole thing in one skillet (fewer dishes = happier cook). On busy nights when takeout tempts you, this recipe’s your savior.
Ingredients for Philly Cheesesteak Mac and Cheese
Here’s what you’ll need to make this glorious mashup happen in your kitchen:
- 8 oz elbow macaroni (the classic choice, but any short pasta works)
- 1 lb ribeye steak, thinly sliced against the grain (trust me, fresh is best)
- 1 green bell pepper, diced into bite-sized pieces
- 1 onion, diced (I prefer yellow for sweetness)
- 2 tbsp butter (the real stuff, please!)
- 2 tbsp all-purpose flour
- 2 cups whole milk (2% works in a pinch)
- 8 oz provolone cheese, shredded (about 2 cups loosely packed)
- Salt and freshly ground black pepper to taste
Ingredient Notes & Substitutions
Don’t stress if you need to swap things out – cooking should be fun! For the steak: if ribeye’s too pricey, sirloin works great too (just don’t use pre-sliced sandwich steak – it gets rubbery). Cheese options? Try sharp white cheddar for extra tang or American for ultimate meltiness. And if you’re feeling fancy, throw in some mushrooms with those peppers and onions – my uncle Phil (yes, really) swears by it.
Equipment You’ll Need
You probably have everything already: a large skillet (I use my trusty 12-inch), a whisk for that silky cheese sauce, a colander for draining pasta, and a wooden spoon for stirring. That’s it – no fancy gadgets required!
How to Make Philly Cheesesteak Mac and Cheese
Alright, let’s get cooking! This recipe comes together in three simple stages, each building layers of flavor. Follow these steps, and you’ll have the creamiest, most satisfying bowl of comfort food in no time.
Cooking the Pasta
First things first – get that pasta going! Cook your elbow macaroni in well-salted boiling water for about 1 minute less than the package suggests. You want it al dente – with just a tiny bite to it – because it’ll keep cooking in the cheese sauce later. Pro tip: scoop out about ½ cup of the starchy pasta water before draining (you might need it to loosen the sauce). Drain the pasta and set it aside – no need to rinse!
Preparing the Steak and Veggies
While the pasta cooks, let’s tackle those Philly cheesesteak flavors. Heat your skillet over medium-high heat until it’s nice and hot – I test it by flicking a drop of water (if it sizzles immediately, you’re golden). Add a drizzle of oil, then throw in your thinly sliced ribeye. Don’t overcrowd the pan – cook in batches if needed. Once the steak gets some color (about 2 minutes per side), push it to one side and add your diced peppers and onions. Let those veggies get slightly charred and soft – that caramelization equals big flavor! Transfer everything to a plate once done.

Making the Cheese Sauce
Now for the magic – that creamy provolone sauce. In the same skillet (all those tasty brown bits will help!), melt your butter over medium heat. Sprinkle in the flour and whisk constantly for about 1 minute until it smells toasty. This is your roux – the base of any good cheese sauce. Slowly pour in the milk while whisking like crazy – this prevents lumps! Keep whisking until the sauce thickens enough to coat the back of a spoon (about 3-4 minutes). Reduce heat to low, then stir in your shredded provolone a handful at a time, letting each melt before adding more. The sauce should be smooth and velvety – if it’s too thick, splash in some of that reserved pasta water.
Finally, combine everything – the cooked pasta, steak and veggie mixture, and cheese sauce – in the skillet. Give it a good stir until every noodle is coated in that cheesy goodness. Taste and adjust seasoning with salt and pepper. That’s it – you’re ready to dig into the ultimate comfort food mashup!
Tips for the Best Philly Cheesesteak Mac and Cheese
Want to take your dish from good to knock-your-socks-off amazing? Here are my foolproof tricks: Let it rest for 5 minutes after mixing – this helps the sauce cling to every noodle perfectly. Always shred your own cheese (pre-shredded won’t melt as smoothly). For extra depth, add a splash of Worcestershire sauce to the steak while cooking. And if you like a crispy top? Throw it under the broiler for 2 minutes with extra cheese scattered on top – trust me on this one!
Serving Suggestions for Philly Cheesesteak Mac and Cheese
This dish stands tall on its own, but I love pairing it with a simple green salad for crunch or garlic bread to soak up every last bit of cheesy goodness. For game day? Serve it straight from the skillet with pickled jalapeños on the side – total crowd pleaser!

Storing and Reheating
Good news – this Philly Cheesesteak Mac and Cheese makes fantastic leftovers (if you’re lucky enough to have any!). Just stash it in an airtight container in the fridge for up to 4 days. Fair warning though – the pasta will soak up some sauce overnight, so don’t panic when it looks thicker the next day.
When reheating, skip the microwave if you can – that’s how you end up with rubbery pasta and clumpy cheese. Instead, warm it gently on the stovetop over low heat with a splash of milk or cream, stirring often until it’s creamy again. If you’re reheating individual portions, the microwave works in a pinch – just cover the bowl with a damp paper towel and stir every 30 seconds, adding tiny bits of milk as needed.
Want to freeze it? You can, but know the texture won’t be quite the same. Portion it out before freezing, then thaw overnight in the fridge before reheating. The steak and veggies hold up surprisingly well, but the cheese sauce might need extra TLC (read: more milk and vigorous stirring) to come back to life.
Philly Cheesesteak Mac and Cheese Nutrition
Now, let’s be real – this isn’t diet food, but everything in moderation, right? The nutrition numbers below are estimates (because your grandma’s heavy hand with cheese doesn’t count against mine!). Keep in mind these values can change based on your exact ingredients and portion sizes.
One hearty serving (about 1¼ cups) clocks in around:
- 650 calories – perfect fuel for a cozy night in
- 40g protein – thanks to that generous ribeye!
- 45g carbs – mostly from the pasta (worth every bite)
- 35g fat – hello, cheese and butter goodness
The sodium lands around 800mg per serving (go easy on the salt shaker if you’re watching this), and you’re getting about 3g fiber from the veggies and pasta. If you’re looking to lighten it up slightly, try using 2% milk instead of whole – it’ll still be deliciously creamy!
Remember what I always say – good food feeds both body and soul. This dish definitely falls into the “comfort food” category, so enjoy every satisfying bite!
FAQs About Philly Cheesesteak Mac and Cheese
Can I use chicken instead of steak?
Absolutely! Thinly sliced chicken breast works great – just cook it through before adding the veggies. For extra flavor, marinate it in a little Worcestershire sauce first. But fair warning – it won’t taste quite like a Philly cheesesteak anymore (though it’ll still be delicious!).
How can I make this spicier?
Oh, I love this question! Toss in some diced jalapeños with the peppers, or add a pinch of red pepper flakes to the cheese sauce. My secret weapon? A dash of hot sauce whisked right into the milk – it gives the whole dish a subtle kick without overpowering the cheese.
Can I make this ahead of time?
You sure can! Prep everything up to combining the ingredients, then refrigerate for up to 24 hours. When ready, reheat gently on the stovetop with extra milk to loosen the sauce. The flavors actually deepen overnight – just expect the pasta to absorb some liquid.
What cheese works best if I don’t have provolone?
No provolone? No problem! White American cheese melts beautifully (very Philly-authentic), or try sharp white cheddar for extra tang. Mozzarella gives great stretch, while Swiss adds nuttiness. Just avoid pre-shredded cheeses – they don’t melt as smoothly.
Why is my cheese sauce grainy?
Don’t panic! Grainy sauce usually means the heat was too high when adding cheese. Next time, remove the pan from heat before stirring in cheese, and add it gradually. If it happens, whisk in a splash of hot milk or pasta water to smooth it out.


30-Minute Philly Cheesesteak Mac and Cheese Perfection
- Total Time: 35 mins
- Yield: 4 servings 1x
- Diet: Low Lactose
Description
A hearty dish combining the flavors of a Philly cheesesteak with creamy mac and cheese.
Ingredients
- 8 oz elbow macaroni
- 1 lb ribeye steak, thinly sliced
- 1 green bell pepper, diced
- 1 onion, diced
- 2 tbsp butter
- 2 tbsp flour
- 2 cups milk
- 8 oz provolone cheese, shredded
- Salt and pepper to taste
Instructions
- Cook macaroni according to package instructions. Drain and set aside.
- In a large skillet, cook steak, bell pepper, and onion until meat is browned. Set aside.
- In the same skillet, melt butter. Whisk in flour to create a roux.
- Gradually add milk, stirring constantly until sauce thickens.
- Add shredded provolone cheese and stir until melted.
- Combine cooked macaroni, steak mixture, and cheese sauce. Stir well.
- Serve hot.
Notes
- Use freshly sliced ribeye for best results.
- Adjust cheese quantity for desired creaminess.
- Prep Time: 15 mins
- Cook Time: 20 mins
- Category: Main Dish
- Method: Stovetop
- Cuisine: American
Nutrition
- Serving Size: 1 serving
- Calories: 650
- Sugar: 5g
- Sodium: 800mg
- Fat: 35g
- Saturated Fat: 18g
- Unsaturated Fat: 12g
- Trans Fat: 0.5g
- Carbohydrates: 45g
- Fiber: 3g
- Protein: 40g
- Cholesterol: 120mg

