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+ servings
A white plate with Creamy Bacon Mac and Cheese on it.
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5 from 7 ratings

Bacon Mac and Cheese

This Bacon Mac and Cheese Recipe is easy to make on the stove top! It's FULL of flavor from caramelized onions, hickory smoked bacon, and pasta shells smothered in a creamy 3-cheese blend!


Caramelized Onions, Optional

  • 2 large yellow onions
  • 2 Tablespoons butter
  • 1 tablespoon olive oil

Mac and Cheese

  • 6 strips thick-cut bacon, hickory smoked is great
  • 1 lb. medium pasta shells
  • 1/4 cup butter, not needed if you have enough bacon drippings
  • 1/4 cup flour
  • 1 cup heavy cream
  • 2 cups milk
  • 1 teaspoon mustard powder
  • ½ teaspoon dried thyme
  • ¼ teaspoon garlic powder
  • 1 teaspoon hot sauce
  • 1 cup gruyere cheese, shredded
  • 2 cups cheddar cheese, shredded
  • ¼ cup Parmesan cheese, shredded.


Caramelize the Onions

  • Slice the onions into even, ¼-inch slices.
  • Heat the butter and olive oil in a medium skillet over medium heat. Add the onions and toss to coat. Let them reduce and caramelize for 40-50 minutes, stirring every few minutes. Reduce heat to low if they start to cook too fast. When they’re caramelized, remove and set aside.

Cook the Bacon

  • While the onions cook: Cut the bacon into thirds, this makes it easy to move them around as they cook for even cooking. Add them to a large, high-walled skillet over low heat and let them cook low and slow until crispy on each side. (Tip: Measure out remaining ingredients while the bacon cooks.)
  • Remove and set aside on a paper towel lined plate. Reserve 4 Tablespoons of bacon drippings. Use butter in place of drippings if you don’t have enough.

Make the Sauce/Cook the Pasta

  • Note: Now is a good time to start boiling salted pasta water for the shells.
  • Heat the bacon drippings over medium heat. Whisk in the flour and stir continuously for 2 minutes.
  • Add the heavy cream in splashes, stirring continuously. Don’t add it too quickly or the roux will break. Add the milk in the same manner.
  • Add the mustard powder, thyme, garlic powder, and hot sauce. Bring the mixture to a boil, then reduce to a simmer.
  • Cook the Pasta until just al dente (refer to package instructions), don’t overcook. Drain.
  • Reduce the heat of the sauce to low and let the base cool slightly. Gradually sprinkle in the cheese, stirring continuously until incorporated. Add the caramelized onions, then the drained pasta. Use a silicone spatula to stir until combined.
  • Roughly chop the bacon and sprinkle it over the mac and cheese. You may stir some of it in as well.
  • Garnish with parsley and serve!



  • Shred the cheese from a block instead of using packaged shredded cheese. It will melt much better and the flavor is superior as well. I use Emi Le Gruyere and Cracker Barrel Extra Sharp Yellow Cheese  in this recipe.
  • Make sure the base of the sauce isn't too hot when the cheese is added, otherwise the dairy will separate and the consistency will be grainy.
  • If preferred, you can omit the caramelized onions. (Although they add the best gourmet flair!)
  • A variety of pasta options work well with this recipe, macaroni or cavatappi is a good alternative. These are the Colavita pasta shells that I used.
  • I recommend quality, thick-cut bacon with this recipe. You get what you pay for with bacon.
  • You can't taste the hot sauce or the mustard powder in this recipe, they are there to enhance the other flavors.
  • Gruyere is so delicious in this recipe, but if you don't have any, you can use all cheddar or a combination of orange/white cheddar. Monterey Jack can also be used.

  • Store in an airtight container and refrigerate for up to 3 days.
  • Creamy Mac and Cheese doesn't freeze/reheat back to it's original consistency, but that doesn't stop me from freezing it for easy microwavable lunches.


Calories: 681kcal, Carbohydrates: 53g, Protein: 26g, Fat: 41g, Saturated Fat: 22g, Polyunsaturated Fat: 3g, Monounsaturated Fat: 13g, Trans Fat: 1g, Cholesterol: 115mg, Sodium: 471mg, Potassium: 355mg, Fiber: 2g, Sugar: 6g, Vitamin A: 1101IU, Vitamin C: 3mg, Calcium: 518mg, Iron: 1mg