Brown beef and drain grease. Boil noodles until soft, then drain water. Preheat oven to 350 degrees. In 9x13" dish, start layering with layer of sauce on bottom. Layer half noodles, then half meat, then remaining noodles, remaining meat, and then sauce and cheese. Lastly, top with pepperonis. Cover with foil and bake 30 min. After 30 min, remove foil and bake 15 more min. Once it is done baking, let it rest 10-15 min. Cut into squares and enjoy.