
Mac and Cheese Meatloaf Casserole is a one-dish wonder that brings together two beloved comfort foods in one bubbling, hearty meal. With a juicy meatloaf bottom, creamy homemade mac and cheese, and a sweet, savory glaze, this recipe turns any evening into an occasion. It is ideal for chilly nights when you just want something satisfying that will please the whole family.
I first whipped this up after a long workday when I wanted something easy but nostalgic. Now my friends request I bring it to every potluck because it is always the first thing to disappear.
Ingredients
- Ground beef: adds flavor and juiciness to the meatloaf
- Breadcrumbs: hold everything together without making it heavy look for fresh or panko style
- Eggs: are crucial for binding and creating the right texture use large eggs for best results
- Onion: brings moisture and sweet aroma choose a medium sized onion with tight skin for freshness
- Garlic: gives extra depth and savoriness mince fresh cloves for bolder flavor
- Worcestershire sauce: upgrades the meat mixture with umami choose the original brand if you can
- Salt: ensures the meat base is never bland use fine sea salt for even seasoning
- Black pepper: creates warmth and complexity freshly cracked gives the best bite
- Elbow macaroni: holds sauce perfectly and cooks up tender opt for classic shapes
- Butter: starts the roux for a velvety cheese sauce look for unsalted to control seasoning
- All purpose flour: is essential for thickening the sauce sift beforehand if lumpy
- Milk: brings the sauce to silky creaminess whole milk gives richest results
- Shredded sharp cheddar cheese: means bold cheese flavor grate it yourself for best melt
- Dry mustard: wakes up the savory cheese choose a tin from the spice aisle
- Ketchup and brown sugar: make the perfect glossy sweet glaze use real brown sugar and thick ketchup
Step-by-Step Instructions
- Build the Meatloaf Foundation:
- Combine ground beef, breadcrumbs, eggs, chopped onion, minced garlic, Worcestershire sauce, salt, and pepper in a big bowl. Mix with clean hands until just mixed and gently press into a greased 9 by 13 inch baking dish so it forms an even layer that covers the entire bottom.
- Create the Cheese Sauce:
- Melt butter in a medium saucepan over medium heat. Sprinkle in flour and whisk constantly for a full minute to get rid of any raw taste. Slowly pour in milk while whisking to keep it smooth. Watch the mixture and whisk until it thickens which should take around three to five minutes. Remove from the heat and stir in shredded cheddar and dry mustard until the sauce is creamy and cheese is fully melted.
- Assemble the Layers:
- Evenly spread cooked elbow macaroni over the raw meatloaf base in the pan. Pour all of the hot cheese sauce over the pasta making sure every noodle gets some love. Mix ketchup and brown sugar together and gently spoon this glaze across the whole top.
- Bake to Golden and Bubbly:
- Slide the dish into a preheated 375 degree oven. Bake for thirty five to forty minutes or until an instant read thermometer poked into the meatloaf says one hundred sixty degrees and the sides are bubbling. The top should look golden and shiny from the glaze.
- Rest Before Serving:
- Take the finished casserole out of the oven and let it cool for ten minutes. This short wait helps the casserole hold together when slicing and keeps you from burning your mouth on hot cheese sauce.

My personal favorite ingredient has to be the sharp cheddar cheese. My cousin once tried swapping in mild cheese and the whole family missed that deep savory punch. The story goes that it is not true mac and cheese unless it makes you want seconds before you finish your first helping.
Storage Tips
Let leftovers cool to room temperature then wrap the baking dish tightly or portion into airtight containers. This casserole keeps well in the fridge for up to three days. For longer storage freeze individual servings and reheat in a low oven until hot through. The cheese sauce stays creamy even after freezing.
Ingredient Substitutions
You can swap ground turkey for the beef and it will still taste delicious. If you have kids who are picky about onions grate them instead of chopping for a subtler flavor. For the cheese layer try mixing in mozzarella or pepper jack if you like extra gooeyness or a little spice. Gluten free breadcrumbs and pasta work just as well for gluten sensitive families.

Serving Suggestions
This is a filling dish but a quick green salad with ranch dressing makes a fresh contrast. Garlic bread or roasted broccoli rounds out the meal if you are feeding a big group. Kids often want extra ketchup on the side while grownups like a dash of hot sauce.
Cultural Context
Meatloaf and mac and cheese are classic American staples often made separately. This recipe likely started as a thrifty weeknight shortcut but has won over potluck tables for generations. The sweet ketchup glaze mirrors the toppings found on old fashioned diner style meatloaf.
Frequently Asked Questions
- → How do you keep the meatloaf layer moist?
Using an 80/20 ground beef blend and adding breadcrumbs, eggs, and chopped onion ensures the meatloaf base remains juicy and tender during baking.
- → Can I use a different cheese for the sauce?
Yes, while sharp cheddar is classic, you can try Monterey Jack, Colby, or a blend for varied flavor and meltability.
- → How do I prevent the macaroni from becoming mushy?
Cook the macaroni just to al dente before layering it, so it holds its texture during baking.
- → Is it possible to prepare this dish ahead?
You can assemble the casserole a day ahead, refrigerate, and bake just before serving. Allow extra time if baking from cold.
- → What can I serve alongside this casserole?
Pair it with simple green vegetables like steamed broccoli, a crisp salad, or roasted carrots for a balanced meal.
- → Can I substitute ground turkey for ground beef?
Ground turkey can be used, though the flavor and juiciness may differ. Add a splash of broth for extra moisture.