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5 from 6 votes

Philly Cheesesteak Stuffed Shells

These Philly Cheesesteak Stuffed Shells are filled with ground beef, onion, bell pepper, mushrooms, and plenty of cheese of course. The creamy cheese sauce the shells are swimming in is loaded with diced pickled jalapeños for a tangy and spicy bite. Think mac and cheese meets Philly cheesesteak with a little kick.
Prep Time5 mins
Cook Time45 mins
Total Time50 mins
Course: Main
Cuisine: American
Servings: 6 people
Calories: 630kcal
Author: Brianna May



Beef Filling

  • 1 Tablespoon unsalted butter
  • 1 pound 90/10 ground beef*
  • 1 teaspoon salt
  • ½ teaspoon pepper
  • 5 ounces baby bella mushrooms diced finely
  • 1 green bell pepper diced finely
  • 1 white onion diced finely*
  • 3-4 cloves garlic minced
  • 1 Tablespoon worcestershire
  • 1 Tablespoon ketchup
  • 28 jumbo shells about 8 ounces

Cheese Sauce

  • 3 Tablespoons unsalted butter
  • ¼ cup all purpose flour
  • 2 cups nonfat milk
  • ½ teaspoon salt
  • 4 ounces (1 cup) white american cheese*
  • 4 ounces (1 cup) cheddar cheese, shredded
  • ¼ cup diced pickled jalapeños*
  • 4 ounces cheddar cheese cubed


  • Review all recipe notes and instructions before beginning.
  • Preheat the oven to 400 degrees.
  • Melt 1 Tablespoon of butter in a large skillet over medium high heat. Add the ground beef, salt, and pepper and sauté for 2-3 minutes. Add the mushrooms. Sauté for a couple of minutes. Lastly, add the peppers, onions, garlic, worcestershire, and ketchup. Cook until most of the water has evaporated from the vegetables.
  • While the meat finishes cooking, cook the pasta one minute less than the instructions on the package in salted water. (For reference, mine says to cook for 9 minutes, so I boil it for 8 minutes).
  • In a medium saucepan, melt 3 Tablespoons of butter over medium heat. Whisk in the flour until a smooth paste forms. Add the milk and whisk until the mixture begins to thicken. It should come to a simmer.
  • Turn the heat to low. Stir in the salt, american, and shredded cheddar cheese. Continue stirring until the cheese is melted. Stir in the jalapeños.
  • Grease a 9 x 13 inch baking dish. Pour about 1 cup of the cheese sauce into the bottom. Stuff each shell with beef filling. Place into the dish.
  • Pour the remaining sauce on top.
  • Sprinkle the cheddar cheese cubes on top.
  • Bake for 15-20 minutes or until the edges begin to bubble.


Ground Beef: You can swap this for ground chicken or turkey for a leaner option. They still taste delicious, just not as much like a cheesesteak. 
White Onion: Swap for yellow onion. 
White American Cheese: This is the processed cheese that you can find in the deli section. If they only have yellow american, this works fine too. It makes for a smooth and creamy cheese sauce. 
Jalapeños: These do not make the dish too spicy. They add some acidity, which I like. You can omit them if you are worried they will be too hot.
Use american cheese. This processed cheese makes a great base for every cheese sauce. It helps the sauce not become too gritty. 
Shred the cheese. Pre-shredded cheese is coated in anti-caking agents. This is not ideal when melting cheese or making a cheese sauce. So I highly recommend shredding your own with a box grater
Cook off the excess water from the vegetables. The vegetables (especially the mushrooms) release a lot of water when heated. You want to cook off this so that the casserole does not become watery when baked. 
Salt the pasta water. Always generously salt your pasta water. It is crucial to bring out the other flavors (about 1 - 1 ½ Tablespoons of salt per pound of pasta).
Do not overcook the pasta. Since the pasta will continue cooking in the sauce when it is baked, cook the shells one minute less than recommended on the package. Typically there is a range for the cook time on the package, I always recommend boiling it for the shortest time. 
Do not overheat the bechamel sauce. The sauce will continue to thicken as it simmers. You do not want it to become too thick or it will get gloopy.


Calories: 630kcal | Carbohydrates: 42g | Protein: 36g | Fat: 35g | Saturated Fat: 19g | Polyunsaturated Fat: 2g | Monounsaturated Fat: 10g | Trans Fat: 1g | Cholesterol: 128mg | Sodium: 999mg | Fiber: 2g | Sugar: 8g