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Steakhouse Side Mac & Cheese

Macaroni and Cheese is a dish that is adored by the masses, and there are tons of different varieties out there. Some people love it straight out of that tell-tale blue box, some people love it integrated with bites of seafood! This recipe is a somewhat more elegant version of the classic, made with steak, creamy mushrooms and onions, and blue cheese.

Steakhouse Side Mac & Cheese

Blue cheese can be an acquired taste, but we promise that with the steak and vegetables, it’s perfection. This meal is great for a fancier gathering, and if you want the presentation to reflect that, you could also bake the pasta in individual ramekins you have so many options! No matter what you bake it in, you have a winner on your hands with this recipe and you’ll be making it for a long time to come.

Steakhouse Side Mac & Cheese

Steakhouse Mac N Cheese Bake

Serves 8


  • 1 pound penne pasta
  • 3/4-1 pound steak
  • 3/4 pound mushrooms, sliced
  • 4 cups spinach
  • 2 cloves garlic, minced
  • 1-2 large white onions, thinly chopped
  • 1 1/4 cup heavy cream, plus 2 tablespoons
  • 2/3 cup Parmesan cheese, freshly grated
  • 1/3 cup Blue cheese, crumbles; plus extra for garnish
  • 4 tablespoons extra-virgin olive oil, divided
  • 1 pinch nutmeg
  • salt and pepper, to taste
  • water, for boiling


  1. Preheat oven to 400º F and spray a 9×13-inch baking dish with non-stick spray.
  2. Set a large pot of salted water to boil and cook pasta according to packaging directions, or until al dente.
  3. Take your steak and season both sides generously with salt and pepper.
  4. Heat 2 tablespoons olive oil in a large skillet or saute pan over medium high heat.
  5. Once hot, cook steak for 5-6 minutes, flipping in the middle and making sure to brown both sides, but not cooking through completely. Remove from heat.
  6. In the same pan, heat 1 tablespoon olive oil and cook onions until transparent. Then add in sliced mushrooms and garlic, stirring occasionally.
  7. Season with salt and pepper and add 2 tablespoons heavy cream. Stir until thickened, then set aside.
  8. Add 1 tablespoon olive oil and spinach to the pan, cover and reduce heat to medium-low. Cook for 5-7 minutes, or until spinach is wilted.
  9. Pour 1 1/4 cup heavy cream into a medium saucepan over medium heat and bring to a boil.
  10. Add in parmesan and blue cheese and reduce heat to a simmer, stirring until cheese is completely melted and sauce is smooth. Add pinch of nutmeg.
  11. Continue to simmer 10 minutes, or until sauce has thickened.
  12. Return garlic, mushrooms and onions to the spinach, and stir well.
  13. Slice steak on the diagonal and add to the vegetables. Pour in pasta and cheese sauce and mix until everything is coated with sauce and well incorporated.
  14. Pour mixture carefully into baking dish and top with blue cheese crumbles. Bake for 20 minutes, or until cheese is bubbly.
  15. Remove from oven and let cool 5 minutes. Serve hot.