Cheesy Macaroni Hamburger Bake

This is basically the ultimate comfort food mashup that your inner child has been dreaming about. We’re talking creamy, cheesy mac and cheese loaded with seasoned ground beef, all baked together until the top gets golden and bubbly. It’s like someone took Hamburger Helper, gave it a serious glow-up, and turned it into something you’d actually be proud to serve at a potluck.

This is the kind of casserole that makes grown adults fight over the corner pieces and has kids asking “Can we have this every night?” It’s pure nostalgia in a baking dish, but elevated enough that you won’t feel like you’re eating cafeteria food. My friend’s picky eater cleaned her plate and asked for seconds – that’s when you know you’ve struck gold.

Why You’ll Love This Recipe

  • One dish, zero fuss – everything bakes together like magic
  • Uses pantry staples you probably already have
  • Feeds a crowd and makes amazing leftovers
  • That crispy, cheesy top layer is pure heaven
  • Kid-approved but sophisticated enough for adults
  • Perfect for meal prep, potlucks, or “I need comfort food NOW” moments

The Good Stuff You’ll Need

For the Base:

  • 1 lb elbow macaroni (the classic choice, don’t get fancy here)
  • 1 lb ground beef (80/20 for maximum flavor)
  • 1 medium onion, diced
  • 2 cloves garlic, minced
  • 1 can (14.5 oz) diced tomatoes, drained
  • 2 tbsp tomato paste (adds that deep, rich flavor)
  • 1 tsp Worcestershire sauce
  • 1 tsp dried oregano
  • 1/2 tsp smoked paprika
  • Salt and pepper to taste

For the Cheese Sauce Magic:

  • 4 tbsp butter
  • 4 tbsp all-purpose flour
  • 2 1/2 cups whole milk (don’t skimp here)
  • 3 cups sharp cheddar cheese, shredded (buy the block and grate it yourself – trust me)
  • 1 cup mozzarella cheese, shredded
  • 1/2 cup cream cheese, softened (the secret weapon)
  • 1/2 tsp garlic powder
  • 1/4 tsp cayenne pepper (optional but recommended)

For the Topping:

  • 1 cup panko breadcrumbs
  • 1/2 cup extra sharp cheddar, shredded
  • 2 tbsp butter, melted
  • Fresh parsley for garnish (because we’re classy)

Let’s Do This

Step 1: Get the Pasta Party Started

Preheat your oven to 350°F and grease a 9×13 baking dish like your life depends on it.

Cook the macaroni according to package directions until just barely al dente – it’ll finish cooking in the oven. Drain and set aside.

Pro tip: Save a cup of that pasta water just in case your cheese sauce needs loosening up later.

Step 2: Brown That Beef Like a Boss

In a large skillet over medium-high heat, cook the ground beef and onion until the beef is browned and the onion is soft (about 8-10 minutes).

Add garlic, tomato paste, Worcestershire, oregano, smoked paprika, salt, and pepper. Cook for another 2 minutes until it smells incredible.

Stir in the drained diced tomatoes and let it simmer for 5 minutes. Set aside to cool slightly.

Step 3: The Cheese Sauce of Dreams

In a large saucepan, melt the butter over medium heat. Whisk in the flour and cook for about a minute – this is your roux, and it’s what makes everything creamy.

Gradually whisk in the milk, making sure there are no lumps. Keep whisking and cook until it thickens up (about 5-7 minutes).

Remove from heat and stir in the cream cheese until smooth. Then add the cheddar and mozzarella, stirring until melted and gorgeous.

Season with garlic powder, cayenne, salt, and pepper. Taste and adjust – this should be cheesy paradise.

Step 4: Assembly Time (The Fun Part)

In your greased baking dish, layer half the cooked macaroni, then half the beef mixture.

Pour half the cheese sauce over this, then repeat the layers – pasta, beef, cheese sauce.

Mix the panko breadcrumbs with the extra cheddar and melted butter. Sprinkle this golden mixture over the top.

Step 5: Bake Until Bubbly and Beautiful

Cover with foil and bake for 25 minutes.

Remove the foil and bake for another 15-20 minutes until the top is golden brown and the edges are bubbling.

Let it rest for 10 minutes before serving – I know it’s torture, but it needs to set up.

Step 6: Serve and Accept the Praise

Sprinkle with fresh parsley because we’re not animals.

Serve with a simple green salad to pretend you’re being healthy.

Watch people go back for thirds and ask for the recipe.

Serving Suggestions

  • Perfect with garlic bread and a crisp Caesar salad
  • Great alongside steamed broccoli for some veggie balance
  • Pairs beautifully with a cold beer or glass of red wine
  • Ideal for feeding a crowd at potlucks, game day, or family gatherings

Switch It Up

Veggie Power: Add diced bell peppers, mushrooms, or zucchini to the beef mixture.

Spice It Up: Use pepper jack cheese and add some diced jalapeños or hot sauce.

Bacon Upgrade: Add some cooked, crumbled bacon because bacon makes everything better.

Lighter Version: Use ground turkey, reduced-fat cheese, and milk instead of cream.

Mexican Vibes: Add taco seasoning to the beef and use Mexican cheese blend with some corn and black beans.

Make-Ahead Tips

This entire dish can be assembled up to 2 days ahead – just cover tightly and refrigerate until ready to bake.

If baking from cold, add an extra 10-15 minutes to the covered baking time.

Leftovers keep for 5 days in the fridge and reheat beautifully in the microwave or oven.

Freezes for up to 3 months – thaw overnight before reheating.

Questions People Actually Ask

Q: Can I use different pasta shapes?
A: Absolutely! Penne, shells, or rotini work great. Just stick to short pasta that holds sauce well.

Q: What if my cheese sauce gets lumpy?
A: Remove from heat and whisk vigorously, or use an immersion blender to smooth it out.

Q: Can I make this without the breadcrumb topping?
A: Sure, but you’ll miss out on that amazing crispy contrast. Try just extra cheese on top instead.

Q: How do I know when it’s done?
A: The edges should be bubbling and the top should be golden brown. A knife inserted in the center should come out hot.

Q: Can I use pre-shredded cheese?
A: You can, but freshly grated melts so much better and tastes way more amazing.

Print
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Cheesy Macaroni Hamburger Bake


  • Author: Tyla
  • Total Time: 1 hour 15 minutes
  • Yield: 810 servings 1x

Description

This is basically the ultimate comfort food mashup that your inner child has been dreaming about. We’re talking creamy, cheesy mac and cheese loaded with seasoned ground beef, all baked together until the top gets golden and bubbly. It’s like someone took Hamburger Helper, gave it a serious glow-up, and turned it into something you’d actually be proud to serve at a potluck.

 

This is the kind of casserole that makes grown adults fight over the corner pieces and has kids asking “Can we have this every night?” It’s pure nostalgia in a baking dish, but elevated enough that you won’t feel like you’re eating cafeteria food. My friend’s picky eater cleaned her plate and asked for seconds – that’s when you know you’ve struck gold.


Ingredients

Scale

For the Base:

  • 1 lb elbow macaroni (the classic choice, don’t get fancy here)
  • 1 lb ground beef (80/20 for maximum flavor)
  • 1 medium onion, diced
  • 2 cloves garlic, minced
  • 1 can (14.5 oz) diced tomatoes, drained
  • 2 tbsp tomato paste (adds that deep, rich flavor)
  • 1 tsp Worcestershire sauce
  • 1 tsp dried oregano
  • 1/2 tsp smoked paprika
  • Salt and pepper to taste

For the Cheese Sauce Magic:

  • 4 tbsp butter
  • 4 tbsp all-purpose flour
  • 2 1/2 cups whole milk (don’t skimp here)
  • 3 cups sharp cheddar cheese, shredded (buy the block and grate it yourself – trust me)
  • 1 cup mozzarella cheese, shredded
  • 1/2 cup cream cheese, softened (the secret weapon)
  • 1/2 tsp garlic powder
  • 1/4 tsp cayenne pepper (optional but recommended)

For the Topping:

 

  • 1 cup panko breadcrumbs
  • 1/2 cup extra sharp cheddar, shredded
  • 2 tbsp butter, melted
  • Fresh parsley for garnish (because we’re classy)

Instructions

Step 1: Get the Pasta Party Started

Preheat your oven to 350°F and grease a 9×13 baking dish like your life depends on it.

Cook the macaroni according to package directions until just barely al dente – it’ll finish cooking in the oven. Drain and set aside.

Pro tip: Save a cup of that pasta water just in case your cheese sauce needs loosening up later.

Step 2: Brown That Beef Like a Boss

In a large skillet over medium-high heat, cook the ground beef and onion until the beef is browned and the onion is soft (about 8-10 minutes).

Add garlic, tomato paste, Worcestershire, oregano, smoked paprika, salt, and pepper. Cook for another 2 minutes until it smells incredible.

Stir in the drained diced tomatoes and let it simmer for 5 minutes. Set aside to cool slightly.

Step 3: The Cheese Sauce of Dreams

In a large saucepan, melt the butter over medium heat. Whisk in the flour and cook for about a minute – this is your roux, and it’s what makes everything creamy.

Gradually whisk in the milk, making sure there are no lumps. Keep whisking and cook until it thickens up (about 5-7 minutes).

Remove from heat and stir in the cream cheese until smooth. Then add the cheddar and mozzarella, stirring until melted and gorgeous.

Season with garlic powder, cayenne, salt, and pepper. Taste and adjust – this should be cheesy paradise.

Step 4: Assembly Time (The Fun Part)

In your greased baking dish, layer half the cooked macaroni, then half the beef mixture.

Pour half the cheese sauce over this, then repeat the layers – pasta, beef, cheese sauce.

Mix the panko breadcrumbs with the extra cheddar and melted butter. Sprinkle this golden mixture over the top.

Step 5: Bake Until Bubbly and Beautiful

Cover with foil and bake for 25 minutes.

Remove the foil and bake for another 15-20 minutes until the top is golden brown and the edges are bubbling.

Let it rest for 10 minutes before serving – I know it’s torture, but it needs to set up.

Step 6: Serve and Accept the Praise

Sprinkle with fresh parsley because we’re not animals.

Serve with a simple green salad to pretend you’re being healthy.

 

Watch people go back for thirds and ask for the recipe.

Notes

 

  • Perfect with garlic bread and a crisp Caesar salad
  • Great alongside steamed broccoli for some veggie balance
  • Pairs beautifully with a cold beer or glass of red wine
  • Ideal for feeding a crowd at potlucks, game day, or family gatherings
  • Prep Time: 30 minutes
  • Cook Time: 45 minutes

Nutrition

  • Calories: ~485 kcal
  • Fat: 22g
  • Carbohydrates: ~42g
  • Protein: ~28g

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