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Prepared baked pasta and cheese with bacon breadcrumbs.

Baked Macaroni and Cheese with Bacon Breadcrumbs

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This is a fan favorite! Creamy macaroni and cheese topped with a smoky bacon and breadcrumb mixture that’s baked to perfection.

  • Total Time: 45 minutes
  • Yield: 4 servings 1x


Units Scale
  • 8 oz. elbow macaroni
  • 4 tablespoons butter
  • 4 tablespoons flour
  • 1 cup milk
  • 1 cup cream
  • 1/2 teaspoon salt
  • 1/4 teaspoon ground black pepper
  • 2 cups shredded cheddar cheese (medium, smoked, or sharp cheddar — your choice)
  • 1/2 cup breadcrumbs
  • 2 slices bacon


  1. Heat the oven to 400°F or 204°C. Prepare a baking dish by coating the inside with butter.
  2. Cook macaroni noodles to al dente according to package directions and drain. Set aside.
  3. Cook 2 slices of bacon on the stove top in a medium skillet until crispy. Remove slices to plate lined with paper towels to cool. Reserve 1 tablespoon of bacon fat. Once bacon slices have cooled, crumble them.
  4. Melt 1 tablespoon of butter and mix it with the 1/2 cup breadcrumbs in a small bowl. Add the crumbled bacon and reserved bacon fat. Set aside.
  5. Melt 4 tablespoons of butter in a large saucepan over medium heat. Add 4 tablespoons of flour, 1/2 teaspoon of salt, and 1/4 teaspoon ground black pepper. Whisk until the mixture is blended. It will be thick. Pour in 1/2 cup of milk while stirring. Once the mixture is smooth, add the remaining milk (1/2 cup) and 1 cup of cream, stirring constantly. Bring to a very gently boil and let simmer for 2 minutes while stirring. Reduce heat and continue simmering and stirring for 10 minutes. Add cheddar a little at a time and stir in until cheese melts. Remove from heat.
  6. Add macaroni noodles to the saucepan and toss to coat with the cheese sauce. Transfer macaroni to the prepared baking dish. Sprinkle bacon breadcrumbs over the top. Place into the oven and bake uncovered for 20 minutes. The sauce should be bubbling around the edges and the top should be golden brown. Remove from oven, let cool for 3 minutes, then serve.


You can use all milk if you don’t want to use cream. You can also use a different type of noodle. Penne works nicely, too, as you can see from my photos.

  • Author: Bobby
  • Prep Time: 10 minutes
  • Cook Time: 35 minutes
  • Category: Dinner
  • Method: Oven-baked
  • Cuisine: American