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Philly-Style Mac and Cheese

My son loves macaroni and cheese, and I’m always looking for ways to sneak in some veggies. This version is a huge hit! —Jennifer Berry, Lexington, Ohio
  • Total Time
    Prep: 30 min. Bake: 25 min.
  • Makes
    6 servings


  • 2 cups uncooked elbow macaroni
  • 1/2 pound sliced fresh mushrooms
  • 1 medium onion, chopped
  • 1 medium green pepper, chopped
  • 1/4 cup butter, cubed
  • 1/4 cup all-purpose flour
  • 1 cup 2% milk
  • 1 cup beef broth
  • 2 cups shredded provolone cheese
  • 2 cups shredded part-skim mozzarella cheese
  • 1 teaspoon garlic powder
  • 1 teaspoon Montreal steak seasoning
  • 1/2 teaspoon onion powder
  • 1 package (10-1/2 ounces) frozen Steak-umm sliced steaks, browned
  • 1/2 cup French-fried onions


  • Cook macaroni according to package directions.
  • Meanwhile, in a large skillet, saute the mushrooms, onion and green pepper in butter until tender. Stir in flour until blended; gradually add milk and broth. Bring to a boil; cook and stir for 2 minutes or until thickened. Reduce heat. Stir in the cheeses, garlic powder, steak seasoning and onion powder.
  • Drain macaroni; add to sauce mixture. Stir in steak. Transfer to an ungreased 13x9-in. baking dish; sprinkle fried onions over top. Bake, uncovered, at 350° for 25-30 minutes or until bubbly.
Nutrition Facts
1-1/3 cups: 635 calories, 41g fat (22g saturated fat), 106mg cholesterol, 921mg sodium, 33g carbohydrate (7g sugars, 2g fiber), 34g protein.

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Average Rating:
  • Suellen
    Apr 18, 2020

    Claudia - of course you could sub ground beef, chicken or turkey, or shred a rotisserie chicken and add that! Recipes are meant to be a starting point and you can customize them to fit your families likes or dislikes.

  • Vonne
    Nov 7, 2019

    No comment left

  • Claudia
    Jan 16, 2019

    Can you sub hamburger for that frozen steak? We do not like to use pre-prepared foods..

  • rustygal12
    Aug 23, 2017

    No comment left

  • dmbjorge
    Jun 16, 2017

    No comment left

  • cjmccain
    Jul 10, 2012

    My husband hates mac n' cheese, but he LOVED this! I was pleasantly surprised!

  • cwarrick
    Feb 27, 2012

    No comment left