
By Becky Hardin
Updated Aug 15, 2025

I have to tell you, this Loaded Mac and Cheese is the most satisfying side dish you’ll ever make! Rich, creamy cheese coats tender macaroni pasta, which is all dressed up with plenty of crispy bacon and toasted breadcrumbs. I dare you to try and have just one bite!

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5-Star Review
“This recipe was delicious…This is a keeper, and I will make it again. Thank you for sharing. Yum! – Dana
Easy Loaded Mac and Cheese Recipe
Is there anything better than loaded mac and cheese? I don’t think so! In my house, this kid-friendly side dish is usually more popular than the entrée. I wouldn’t blame you for making it the main event—it’s a comforting, hearty winter meal all on its own. There’s no wrong way to enjoy this loaded, cheesy, bacon-packed macaroni.
While the bacon is the most stand-out ingredient in this dish, it’s complemented perfectly by the creamy cheese that might just be the best part. And because I am a true cheese lover, freshly shredded sharp cheddar cheese is mixed with sour cream and a few other ingredients to make the richest cheese EVER!
Ingredients1x2x3x
- ▢ 1 lb. dry elbow macaroni (1 box) any short shape pasta works
- ▢ 10 slices bacon bacon bits and pancetta are also options
- ▢ 8 tbsp unsalted butter divided (1 stick)
- ▢ ¼ cup minced onion any type is good
- ▢ 2 cloves garlic minced
- ▢ ¼ cup all-purpose flour
- ▢ 3¼ cups whole milk room temperature
- ▢ ½ cup sour cream room temperature, plain or Greek yogurt also work
- ▢ 4-5 cups freshly shredded sharp cheddar cheese divided, hand grated if possible
- ▢ 1 cup panko breadcrumbs crumbled Ritz crackers or Italian breadcrumbs are other options
- ▢ ½ tsp garlic salt
- ▢ chopped green onion and/or parsley optional, for topping
Video
Instructions
- Cook the pasta to al dente according to package directions. 1 lb. dry elbow macaroni
- While the pasta is cooking, fry the bacon in a large cast-iron (or other oven-safe) skillet until crispy. 10 slices bacon
- Remove the bacon and place it on a plate lined with paper towels to drain. Wipe out the pan.
- Preheat oven to 375°F.
- Melt 5 tbsp of butter in the now-clean skillet. Add in the onion and a sprinkle of salt and sauté for a couple of minutes until softened. Then, add in the garlic. 8 tbsp unsalted butter, ¼ cup minced onion, 2 cloves garlic
- Stir in the flour until the mixture becomes pasty. ¼ cup all-purpose flour
- Gradually pour in the milk while whisking the mixture over low-medium heat. Continue whisking until the mixture has thickened. 3¼ cups whole milk
- Whisk in the sour cream. ½ cup sour cream
- Take the skillet off the heat. Then, add in 3 cups of cheddar cheese and stir until completely melted and incorporated. 4-5 cups freshly shredded sharp cheddar cheese
- Add the pasta to the skillet and stir to coat.
- Crumble the bacon and stir half of the crumbles into the macaroni.
- In a small saucepan or skillet, melt the remaining 3 tbsp of butter over medium heat.
- Add in the panko breadcrumbs and garlic salt, and stir until toasted and golden brown. 1 cup panko breadcrumbs, ½ tsp garlic salt
- Top the the macaroni with the remaining bacon and cheese, and the toasted breadcrumbs.
- Bake for 15 minutes until the mixture is bubbly and crispy on the edges. Broil for a few minutes for an extra crispy crust. Let the casserole rest for 10 minutes before serving to give it time to set.
- Top with chopped green onion and/or parsley before serving. chopped green onion and/or parsley
Equipment
- Cast Iron Skillet
Becky’s Tips
- You can use any combination of cheddar, Colby, Monterey jack, gouda, pepper jack, gruyere, or Swiss cheese in place of the sharp cheddar.
- If you’d prefer, you can top this mac and cheese with another cup of cheddar cheese instead of breadcrumbs before baking.
- Generously salt your pasta water; it adds a lot of flavor.
Nutrition information is automatically calculated, so should only be used as an approximation.
How to Make Loaded Mac and Cheese Step by Step

Prepare the pasta: Cook 1 lb. pasta to al dente according to package directions.

Cook the bacon: Fry 10 slices bacon in a large cast-iron (or other oven-safe) skillet until crispy. Remove the bacon and place it on a plate lined with paper towels to drain. Wipe out the pan.
Preheat oven to 375°F.
Prepare the roux: Melt 5 tbsp of butter in the now-clean skillet. Add in ¼ cup onion and a sprinkle of salt, and sauté for a couple of minutes until softened. Then, add in 2 cloves garlic.
Stir in ¼ cup flour until the mixture becomes pasty.

Gradually pour in 3¼ cups milk while whisking the mixture over low-medium heat. Continue whisking until the mixture has thickened.

Whisk in ½ cup sour cream.

Take the skillet off the heat. Then, add in 3 cups of cheddar cheese and stir until completely melted and incorporated.

Prepare the casserole : Add the pasta to the skillet and stir to coat. Crumble the bacon and stir half of the crumbles into the macaroni.
In a small saucepan or skillet, melt the remaining 3 tbsp of butter over medium heat.

Add 1 cup panko breadcrumbs and ½ tsp garlic salt, and stir until toasted and golden brown.

Top the the macaroni with the remaining bacon and cheese, and the toasted breadcrumbs.
Bake the casserole: Bake for 15 minutes until the mixture is bubbly and crispy on the edges. Broil for a few minutes for an extra crispy crust. Let the casserole rest for 10 minutes before serving to give it time to set.

Garnish and serve: Top with chopped green onion and/or parsley before serving.
How to Store
This loaded mac and cheese can be prepared (but not baked) up to 2 days in advance. Cover the unbaked casserole tightly with aluminum foil and store it in the refrigerator. When ready to bake, let the casserole sit out at room temperature for 30 minutes, then bake as directed.
Store leftover loaded mac and cheese in an airtight container in the refrigerator for up to 4 days. Reheat covered with aluminum foil in a 350°F oven for 20 minutes, then remove the foil and bake for another 10 minutes, until hot and bubbly.
Freeze mac and cheese casserole whole or in individual portions in airtight containers for up to 3 months. Let thaw overnight in the refrigerator before reheating.

Serving Suggestions
I love to serve this indulgent casserole with a green goddess salad and air fryer broccoli , followed by these refreshing lemon bars .
more cheesy casseroles to try

Broccoli Cheese Casserole

Mac and Cheese Casserole

Cheeseburger Casserole

Chicken Parmesan Casserole

Loaded Mac and Cheese Recipe
Equipment
- Cast Iron Skillet
Ingredients
- 1 lb. dry elbow macaroni (1 box) any short shape pasta works
- 10 slices bacon bacon bits and pancetta are also options
- 8 tbsp unsalted butter divided (1 stick)
- ¼ cup minced onion any type is good
- 2 cloves garlic minced
- ¼ cup all-purpose flour
- 3¼ cups whole milk room temperature
- ½ cup sour cream room temperature, plain or Greek yogurt also work
- 4-5 cups freshly shredded sharp cheddar cheese divided, hand grated if possible
- 1 cup panko breadcrumbs crumbled Ritz crackers or Italian breadcrumbs are other options
- ½ tsp garlic salt
- chopped green onion and/or parsley optional, for topping
Instructions
- Cook the pasta to al dente according to package directions. 1 lb. dry elbow macaroni
- While the pasta is cooking, fry the bacon in a large cast-iron (or other oven-safe) skillet until crispy. 10 slices bacon
- Remove the bacon and place it on a plate lined with paper towels to drain. Wipe out the pan.
- Preheat oven to 375°F.
- Melt 5 tbsp of butter in the now-clean skillet. Add in the onion and a sprinkle of salt and sauté for a couple of minutes until softened. Then, add in the garlic. 8 tbsp unsalted butter, ¼ cup minced onion, 2 cloves garlic
- Stir in the flour until the mixture becomes pasty. ¼ cup all-purpose flour
- Gradually pour in the milk while whisking the mixture over low-medium heat. Continue whisking until the mixture has thickened. 3¼ cups whole milk
- Whisk in the sour cream. ½ cup sour cream
- Take the skillet off the heat. Then, add in 3 cups of cheddar cheese and stir until completely melted and incorporated. 4-5 cups freshly shredded sharp cheddar cheese
- Add the pasta to the skillet and stir to coat.
- Crumble the bacon and stir half of the crumbles into the macaroni.
- In a small saucepan or skillet, melt the remaining 3 tbsp of butter over medium heat.
- Add in the panko breadcrumbs and garlic salt, and stir until toasted and golden brown. 1 cup panko breadcrumbs, ½ tsp garlic salt
- Top the the macaroni with the remaining bacon and cheese, and the toasted breadcrumbs.
- Bake for 15 minutes until the mixture is bubbly and crispy on the edges. Broil for a few minutes for an extra crispy crust. Let the casserole rest for 10 minutes before serving to give it time to set.
- Top with chopped green onion and/or parsley before serving. chopped green onion and/or parsley
Video
Notes
- You can use any combination of cheddar, Colby, Monterey jack, gouda, pepper jack, gruyere, or Swiss cheese in place of the sharp cheddar.
- If you’d prefer, you can top this mac and cheese with another cup of cheddar cheese instead of breadcrumbs before baking.
- Generously salt your pasta water; it adds a lot of flavor.
Nutrition

By Becky Hardin
Published Jul 12, 2017

This Essential Grocery List is an absolute life saver for my family on the busy weeks. When I started this journey to learn how to cook, I quickly realized that the first step in cooking is having staple ingredients on hand. I want to avoid having to run out to the grocery store every single time I prepare a new recipe. Having a well-stocked pantry has made my life in the kitchen so much simpler, because when it’s time to cook, I have what I need.

Essential Grocery List
It’s so helpful to have a basic grocery list to help me remember which foods to buy at the store. This food shopping list is my go-to!
It’s better to stock up on things like grains, seasonings and spices, baking essentials, oils, condiments, canned and frozen foods, etc. so I can just grab them when I need them. These things have a long shelf life , so I keep them in my kitchen for convenience.
However, I do have to go to the supermarket sometimes, and there’s a way to make that trip easy and hassle-free: I keep a grocery list! If I go in blindly, I’ll leave with things I don’t need, and nothing that actually helps me prepare a good meal.
In the list below, I’ve compiled everything I always have on my stock-up grocery list.
I’ve got you covered! I created an easy grocery list filled with all of the essentials. Plus there’s a free printable version that you can take with you to the grocery store. It has everything you need to stock your pantry, your freezer, and your refrigerator.

Click to get my Free Printable Grocery List
What to Buy at the Grocery Store
This is the perfect grocery list filled with all the basics and essentials. It should help get you going if you’re new to cooking, or if you’re just left staring helplessly at an empty pantry and don’t know how to fill it.
When I first started cooking, things could seem overwhelming. I quickly realized that they more prepared I could be, the more confident I felt. If you already have the basics in your kitchen, then you can shop stress-free.
So print out our easy grocery list, stock up your pantry and fridge, and you’ll be cooking in no time!
Click to get my Free Printable Grocery List for the perfectly stocked pantry and freezer!
Fresh Produce
- Apples
- Bananas
- Strawberries
- Avocados
- Bell Peppers
- Carrots
- Broccoli
- Garlic
- Lemons/Limes
- Onion
- Parsley
- Cilantro
- Basil
- Potatoes
- Spinach
- Tomatoes
GRAINS
- Breadcrumbs
- Pasta
- Quinoa
- Rice
- Sandwich Bread
- Tortillas
MEAT/PROTEIN
- Chicken
- Eggs
- Ground Beef
- Sliced Turkey
- Lunch Meat
DAIRY
- Butter
- Sliced Cheese
- Shredded Cheese
- Milk
- Sour Cream
- Greek Yogurt
BAKING GOODS
- Baking powder
- Baking Soda
- Granulated Sugar
- Brown Sugar
- Flour
- Honey
- Vanilla Extract
- Dry Yeast
- Chocolate Chips
- Cocoa Powder
- Powdered Sugar
FREEZER
- Fruit and Berries
- Frozen Veggies (Corn, Peas, Broccoli, etc)
- Juice Concentrate
- Pizza or Other Convenience Meals
- Pie Crust
- Cookie Dough
CANNED/DRIED GOODS
- Chicken stock/broth
- Salsa
- Diced Tomatoes
- Jam/Jelly
- Peanut Butter
- Pasta Sauce
- Beans (Black Beans, Chickpeas, Baked Beans, etc)
- Soups
- Tuna
- Green Chiles
- Canned Veggies
- Coffee or Tea
Get more details on the best non-perishable and pantry foods
CONDIMENTS/SPICES
- Black Pepper
- Chili Powder
- Cinnamon
- Crushed Red Pepper
- Cumin
- Garlic Powder
- Ketchup
- Mustard
- Mayo
- Nutmeg
- Paprika
- Salt (Course Sea Salt and Kosher Salt)
- Soy Sauce
- Steak Sauce
- Hot Sauce/ Buffalo Sauce
- Salad Dressings
OILS/VINEGARS
- Apple cider vinegar
- Balsamic vinegar
- Coconut Oil
- Olive Oil
- Vegetable/Canola Oil
- Red Wine Vinegar
- White Vinegar
- Cooking Wine
- White Wine Vinegar
SNACKS
- Crackers
- Nuts
- Quick Oats
- Popcorn
- Tortilla Chips
- Cereal
Click to get my Free Printable Grocery List for the perfectly stocked pantry and freezer!

Click ☝🏻 for my FREE Grocery List Printable!
I hope this essential grocery list can help you buy what you need and make your home cooking so much easier!
Stock Your Kitchen
Find more ideas for your grocery list, stock up your kitchen, and print more cooking guides and charts to keep handy!

Non-Perishable Foods to Stock Up On

Frozen Vegetables to Stock Up On (and Recipes to Make)

Ultimate List of Cooking Herbs for Your Kitchen

Ultimate List of Cooking Spices for Your Kitchen

Cooking Oil 101: Types of Cooking Oils to Use

26 Types of Pasta and When to Use Them

What Fruits and Vegetables are in Season?

Meat Temperature Chart (Free Printable)

How to Meal Prep (Guide for Beginners)

Basic Cooking Measurements & Kitchen Conversion Chart
