Step 1: Cook the Pasta

1. Bring a large pot of salted water to a boil.
2. Cook the penne pasta according to package instructions until al dente.
3. Drain and set aside, reserving 1/2 cup of pasta water for later use.

Step 2: Cook the Ground Beef

1. In a large skillet, melt 2 tablespoons of butter over medium heat.
2. Add ground beef and cook until browned, breaking it into crumbles.
3. Stir in onion, garlic, Italian seasoning, and smoked paprika. Cook for 3–5 minutes until onion is softened.
4. Season with salt and pepper to taste. Remove from heat and set aside.

Step 3: Make the Cheese Sauce

1. In a medium saucepan, melt 2 tablespoons of butter over medium heat.
2. Whisk in the flour and cook for 1 minute to remove the raw flour taste.
3. Gradually add warm milk, whisking continuously to prevent lumps.
4. Cook until the sauce thickens, about 3–4 minutes.
5. Stir in cheddar cheese and Parmesan cheese until smooth and creamy.

Step 4: Combine

1. Add the cooked pasta to the skillet with the ground beef.
2. Pour the cheese sauce over the pasta and beef mixture. Toss to combine, adding a splash of reserved pasta water if needed to adjust the sauce’s consistency.

Step 5: Serve

1. Transfer to serving bowls and garnish with fresh parsley and red pepper flakes, if desired.
2. Serve hot alongside garlic bread or a fresh salad.