
This comforting mac and cheese meatloaf combines two family favorites into one incredible casserole that will have everyone asking for seconds. The savory meatloaf base topped with creamy macaroni and cheese creates a meal that satisfies all comfort food cravings in a single dish.
I started making this recipe when my children went through a phase of only wanting either meatloaf or mac and cheese for dinner. Rather than making two separate meals, I combined them into this casserole that has since become our most requested dinner for family gatherings.
Ingredients
- Ketchup and Sweet Baby Ray's BBQ sauce: Create the perfect tangy glaze that caramelizes beautifully on top of the meatloaf
- Lean ground beef: Provides a hearty base while minimizing excess grease
- Ritz Crackers: Offer a buttery flavor and better texture than plain breadcrumbs
- Lipton onion soup mix: Adds complex flavor without chopping onions
- Eggs: Bind everything together ensuring the meatloaf holds its shape
- Macaroni noodles: Cook to the perfect al dente texture that holds up well
- Condensed cheddar cheese soup: Creates an ultra creamy sauce without making a roux
- Shredded cheese blend: Combines the stretchy quality of mozzarella with sharp cheddar flavor
- Seasonings: Garlic powder and onion powder enhance flavor without overwhelming
Step-by-Step Instructions
- Prepare the sauce:
- Mixing ketchup with Sweet Baby Ray's creates a perfect balance of tangy and sweet flavors that will caramelize beautifully on the meatloaf. This combination is what gives this dish its signature flavor profile that appeals to both kids and adults. Make sure to set aside half for topping the meatloaf before baking.
- Create the meatloaf base:
- The key to perfect meatloaf texture is gentle mixing. Combine the beef with crushed crackers, soup mix, eggs, and sauce just until incorporated. Overmixing will create a dense texture. Press the mixture into the baking dish with light pressure to create an even layer without compacting it too much.
- Apply the sauce layer:
- Spreading the remaining sauce mixture evenly across the top of the meatloaf creates a protective barrier that keeps the meat moist while baking. The sugars in the sauce will caramelize during baking, creating those delicious sticky edges everyone fights over.
- Prepare the macaroni mixture:
- Cook the pasta just until al dente as it will continue cooking in the oven. The secret to the creamiest mac and cheese is whisking the milk and cheese soup thoroughly before adding other ingredients. This ensures a smooth sauce without lumps.
- Assemble and bake:
- When layering the macaroni mixture on the partially baked meatloaf, pour it slowly and evenly across the entire surface. The generous amount of cheese on top creates that irresistible golden brown crust that makes this dish so appealing when it comes out of the oven.

The Ritz crackers are my secret ingredient in this recipe. I discovered their magic after running out of breadcrumbs one evening. The buttery flavor they impart to the meatloaf creates a richness that plain breadcrumbs simply cannot match. My grandmother actually called me after trying this recipe to ask what my secret was that made it taste so much better than her traditional version.
Make Ahead Options
This casserole is perfect for meal prepping. You can assemble the meatloaf portion up to 24 hours ahead and keep it refrigerated. When ready to cook, simply bake the meatloaf base for the initial 30 minutes, then proceed with the macaroni cheese topping. Alternatively, you can fully bake the entire casserole, cool completely, and refrigerate for up to 3 days. Reheat individual portions in the microwave or the entire casserole covered with foil in a 325°F oven until heated through.
Perfect Pairings
While this dish stands perfectly on its own as a complete meal, I love serving it with simple sides that complement its richness. A crisp green salad with a vinaigrette dressing provides the perfect contrast to the hearty casserole. Steamed green vegetables like broccoli or green beans also make excellent accompaniments. For special occasions, garlic bread or dinner rolls are wonderful for sopping up any extra sauce on your plate.

Customization Ideas
This recipe welcomes creative variations based on your family preferences. For a spicier version, add diced jalapeños or red pepper flakes to either the meatloaf or mac and cheese layers. You can substitute ground turkey for a lighter option, though I recommend adding a tablespoon of olive oil to maintain moisture. The cheese blend can be customized with pepper jack for heat, smoked gouda for depth, or extra sharp cheddar for more pronounced cheese flavor. Some of my friends even add a layer of sautéed mushrooms between the meatloaf and macaroni for an extra umami boost.
Frequently Asked Questions
- → Can I substitute the Ritz crackers in the meatloaf?
Yes, you can replace Ritz crackers with breadcrumbs, crushed pretzels, or even oats for a similar texture and binding effect.
- → What type of barbecue sauce works best?
A sweet and smoky barbecue sauce like Sweet Baby Ray’s Hickory & Brown Sugar is ideal, but you can choose any flavor that suits your taste.
- → How can I make this dish spicier?
Add some red pepper flakes or a dash of hot sauce to the meatloaf mix or cheese sauce for a spicy kick.
- → What other cheeses can I use for the macaroni layer?
Cheddar and mozzarella work great, but you can add gouda, Monterey Jack, or gruyere for a more complex flavor.
- → Can I prepare this dish ahead of time?
Yes, you can prep both the meatloaf and macaroni layers separately, store them in the fridge, and assemble and bake just before serving.
- → How do I know when the meatloaf is fully baked?
Use a meat thermometer to ensure the internal temperature of the meatloaf reaches 160°F (71°C) for safe consumption.
- → Can I use whole wheat pasta for the macaroni layer?
Yes, whole wheat pasta is a great alternative and adds a nutty flavor and extra fiber to the dish.