
This family size casserole checks all the comfort food boxes with a juicy meatloaf foundation and a lusciously creamy cheddar shell topping. It comes together with a handful of affordable pantry-friendly ingredients, bakes up golden and bubbly, and will have everyone asking for seconds on a chilly weeknight.
The first time I whipped this up I needed something cozy with minimal effort. It instantly became a crowd pleaser that saved many busy evenings in our home.
Ingredients
- Ground beef: choose freshly ground beef with a little fat for juiciness and flavor
- Breadcrumbs: use fine crumbs for better mixing and lighter texture
- Garlic powder: for bold aroma and background depth
- Onion powder: for subtle allium notes without chopping
- Salt and pepper: basic seasoning to bring out all the flavors
- Medium pasta shells: their shape catches the cheesy sauce beautifully
- Shredded cheddar cheese: go for sharp cheddar for excellent melting and tang
- Condensed tomato soup: gives creamy tang and body to the topping
- Milk: helps achieve a smooth, pourable sauce try whole milk for creamier results
Instructions
- Prep the Oven:
- Preheat your oven to 350 degrees Fahrenheit which ensures an even bake and perfect bubbling cheese. Grease a nine by thirteen inch baking dish well to prevent sticking.
- Mix and Layer Meatloaf:
- In a large mixing bowl combine ground beef breadcrumbs garlic powder onion powder salt and pepper. Gently mix by hand until just combined to avoid tough meat. Press this mixture evenly into the bottom of your prepared baking dish forming a solid base. Level out the surface so it cooks consistently.
- Blend Cheddar Shell Layer:
- Boil your pasta shells until al dente drain well then transfer to a bowl. Add shredded cheddar cheese condensed tomato soup and milk. Stir until every shell is coated with a creamy cheesy mixture.
- Spread and Layer:
- Carefully spoon the cheddar shell mixture over the meatloaf base. Use a spatula to spread it in an even layer making sure every bite will have both meat and cheesy pasta.
- Bake and Finish:
- Cover the casserole with foil to keep in moisture and bake for thirty minutes. After that remove foil and continue baking for another ten to fifteen minutes until the top is bubbly and golden brown. Rest for five to ten minutes before slicing so everything sets up and serves neatly.

Cheddar cheese is always the centerpiece here. I have fond memories of my grandma grating a mountain of sharp cheddar for her casseroles adding that nostalgic and tangy flavor that simply ties it all together around the table.
Storage Tips
Let leftovers cool completely before covering tightly or transferring to containers. It keeps well in the fridge for up to three days and reheats beautifully in the oven or microwave with a splash of milk to refresh the sauce.
Ingredient Substitutions
Swap ground beef with ground turkey or a plant-based crumble for a lighter take. Any small pasta shapes work if shells are unavailable and mozzarella can replace cheddar for a milder finish. If tomato soup is not on hand try a can of marinara blended with a splash of cream.
Serving Suggestions
Serve slices with a fresh green salad or roasted vegetables to balance the richness. Warm garlic bread is always a winning side. For family gatherings it pairs well with steamed broccoli or corn on the cob.
Cultural Context
This casserole is classic American comfort food blending beloved flavors of meatloaf and macaroni and cheese in one dish. It emerged as an easy way to stretch ground meat and pantry staples into a hearty all-in-one meal.
Seasonal Adaptations
Add a layer of diced roasted veggies such as zucchini or bell pepper in summer. Boost flavor with smoked paprika or fresh thyme in winter. Mix in a spoonful of mustard to the meat mix for tangy brightness. My favorite way is to tuck in chopped cooked spinach between the layers for extra greens but the base recipe really shines as written.
Success Stories
A friend once made a double batch using leftover pork meatloaf and it turned out just as delicious. My kids love packing slices in their lunchboxes since it holds up well and tastes great at room temp. I even froze single servings for my own go to quick dinners in busy weeks.
Freezer Meal Conversion
Before baking you can cover tightly with plastic wrap and foil then freeze for up to two months. Thaw overnight in the fridge and bake as directed. Baking from frozen will take extra time but still gives great results. This trick saved me many winter nights when I wanted home-cooked comfort with zero last minute work.

This hearty casserole brings warmth to any table and is sure to become a regular request. Enjoy the melding of nostalgic flavors and easy meal magic that comes with every slice.
Recipe FAQs
- → How do I keep the beef layer moist?
Mix the beef gently with breadcrumbs and seasonings to retain moisture and avoid overworking the meat.
- → Can I use different pasta shapes?
Medium pasta shells are ideal, but elbow macaroni or penne also work well for this casserole.
- → What type of cheese melts best in this dish?
Shredded cheddar provides great flavor and creaminess, though a blend with mozzarella can add extra melt.
- → Is it possible to prepare ahead?
Yes, assemble the dish up to a day in advance and refrigerate; bake before serving as directed.
- → How should leftovers be stored?
Cool completely, cover, and refrigerate for up to 3 days. Reheat portions in the oven or microwave until hot.