Loaded Bacon Mac and Cheese with Crispy Panko Topping

A rich and indulgent baked macaroni and cheese loaded with crispy bacon, sharp cheddar, and a golden panko topping. This comfort food classic combines a creamy cheese sauce made from scratch with savory bacon throughout and a crunchy breadcrumb finish. Perfect for family dinners, potlucks, or whenever you crave ultimate comfort food. The cast-iron skillet preparation creates beautifully crispy edges while keeping the center creamy and cheesy.
Ingredients
- 1 pound dry elbow macaroni
- 10 slices bacon
- 8 tablespoons unsalted butter, divided
- ¼ cup minced onion
- 2 cloves garlic, minced
- ¼ cup all-purpose flour
- 3 ¼ cups whole milk, room temperature
- ½ cup sour cream, room temperature
- 4 cups sharp cheddar cheese, freshly shredded, divided
- 1 cup Panko breadcrumbs
- ½ teaspoon garlic salt
- green onion, chopped(optional)
- parsley, chopped(optional)
Instructions
- 1
Cook pasta to al dente according to package directions
- 2
Fry bacon in large cast-iron skillet until crispy
- 3
Remove bacon and drain on paper towels, wipe out pan
- 4
Preheat oven to 375°F
- 5
Melt 5 tablespoons butter in clean skillet, add onion and salt, sauté until softened
- 6
Add garlic and stir
- 7
Stir in flour until mixture becomes pasty
- 8
Gradually pour in milk while whisking over low-medium heat until thickened
- 9
Whisk in sour cream
- 10
Remove skillet from heat, add 3 cups cheddar cheese and stir until melted
- 11
Add pasta to skillet and stir to coat
- 12
Crumble bacon and stir half into macaroni
- 13
Melt remaining 3 tablespoons butter in small saucepan
- 14
Add panko and garlic salt, stir until toasted and golden brown
- 15
Top macaroni with remaining bacon, cheese, and toasted breadcrumbs
- 16
Bake for 15 minutes until bubbly and crispy on edges
- 17
Top with green onion or parsley before serving
Tips
Bring milk and sour cream to room temperature before using to prevent curdling when added to the hot roux.
Use freshly shredded cheese rather than pre-shredded for better melting and creamier texture.
Don't skip wiping out the pan after cooking bacon - this prevents burnt bits from affecting the cheese sauce flavor.
Good to Know
Refrigerate leftovers up to 3 days in airtight container
Can assemble without topping up to 1 day ahead, add topping before baking
Serve hot directly from oven while cheese is bubbly
Common Mistakes
Use room temperature dairy to avoid curdling in hot roux
Don't overcook pasta initially as it continues cooking in oven
Gradually add milk while whisking constantly to prevent lumps
Substitutions
FAQ
Can I make this ahead of time?
Yes, assemble the mac and cheese without the panko topping up to 1 day ahead. Cover and refrigerate, then add the topping and bake when ready to serve.
Can I freeze leftover loaded mac and cheese?
Freeze for up to 2 months in airtight container. Thaw overnight in refrigerator and reheat in 350°F oven until heated through and bubbly.
What if I don't have a cast-iron skillet?
Use any oven-safe skillet or transfer the mixture to a greased 9x13 baking dish after making the cheese sauce. Baking time may vary slightly.