- Boil noodles and set aside.
- In small bowl cut up the bell pepper, Onion, Mushrooms, and one side of the pepperoni, mix in skillet and add ground Beef.
- Brown ground Beef with the above ingredients and drain.
- Drain Noodles and get a large baking dish.
- Put a layer of noodles, add a layer of meat mixture, and add a layer of Cheddar and mozzerella cheeses.
- Continue layering until all noodles, meat, and chesse is gone.
- Top with remaining pepperoni.
- Put in a 400 degree oven for about 20 minutes, or until Cheese is melted and golden brown.