Last night I made the most amazing macaroni and cheese with bacon ever. It was so sinful that Satan himself took a bite and said, “Daaaaaaaaaaaaamn!” I made it for my pal Manik, whose birthday was Tuesday. I rarely get to see him since his priorities are all out of whack, putting things like SCHOOL and FAMILY before friends, drinking, comics and movies. Loser.
Anyway. I knew as soon as I tasted this genius concoction that I had to share it with you. Don’t ever say I never did anything for you, okay?

Ingredients
1 lb. large elbow macaroni
2 c. buttermilk
2 bay leaves
4 pieces Applewood smoked bacon
1/3 c. Fine breadcrumbs (I won’t shoot you if they’re not panko or homemade)
1/2 c. heavy cream
2 tablespoons flour
1 large shallot
2 tsp. ground mustard, divided
2 tsp. dried thyme, divided
freshly ground black pepper, to taste
2 TBSP butter, melted
Cheese: I went with 4 oz. of Gruyere (purchased at Trader Joe’s) and a bag 12 oz bag of shredded cheddar, mozzarella and Monterey Jack.
Reserve 1/3rd cup of the shredded cheese, shred and mix the rest together.
- Slap the bacon slices on a pieces of foil over a sheet and bake for however long it takes to get to your desired crispiness. I cooked mine at 400 F for about 30 minutes. When done, set bacon atop paper towels. Reserve 1 tablespoon of the bacon drippings.
- In a small saucepan, pour the buttermilk and add the bay leaves. Let simmer, but never boil.
- Cook pasta al dente, set aside
- As your pasta is cooking, dice your shallot and in a medium-large pot, saute in the reserved bacon drippings. Before browned, add the flour and stir into a roux. When the milk forms tiny bubbles, discard the bay leaves and slowly pour into the larger pot, constantly whisking. Do not let the flour burn and glob up!
- Add 1 tsp. of thyme and mustard to the milk mixture, then the black pepper
- Add the bulk of your shredded cheese, stirring until melted
- Coarsely shred/chop your bacon into bite sizes and incorporate them into the cheese sauce
- Add the pasta, making sure to incorporate all of the pasta into the cheese mixture. Add 1/2 of the heavy cream to help keep things mixing.
- Pour mixture into an ungreased 9×13 pan. Pour the rest of the cream on top.
- In a separate small bowl, add your breadcrumbs, melted butter, thyme, mustard and reserved cheese. Mix together, then sprinkle atop the pasta.
- Bake until the top is golden and crispy, about 25 minutes
You won’t lose any weight with this dish, but you will gain a lot of friends!
Optional Stuff: You can also add sauteed mushrooms and petite peas to this, as I would have had it been my birthday. But it wasn’t, so I only added peas to my serving separately.