Creamy bacon mac and cheese, built like a restaurant bowl but designed for real kitchens. The sauce is made on the stovetop, folded with crisp bacon and pasta, then briefly broiled to create a browned cheese cap without drying out the inside.
The Velveeta is doing exactly what you hired it to do: keeping the sauce glossy, smooth, and stable. Everything else in the cheese department is flexible. Use exactly what’s listed, or use odds and ends you already have. The only non-negotiable is the Velveeta or American-style processed cheese.
Snapshot
- Implements: large pot for pasta; large skillet or saucepan; whisk; colander; broiler-safe baking dish
- Heat: medium heat for sauce; high broil for finishing
- Batch size: about 4 generous bowls
- Notes: broiler step is fast. Stay at the oven.
Ingredients
Pasta and bacon
- 1 lb medium shells
- 1 package thick-cut bacon (10 to 12 oz), cooked to crispy and chopped
Cheese sauce (mix and match encouraged)
- 1½ Tbsp salted butter
- 1 Tbsp reserved bacon fat (from cooking the bacon)
- 1½ Tbsp all-purpose flour
- 1½ cups whole milk
- ⅓ cup + 2 Tbsp heavy cream
- 4 oz Velveeta or American-style processed cheese, cut into small cubes
- 6 to 8 oz melting cheese, shredded (see Notes)
- ½ Tsp kosher salt, plus more for the pasta water
- ½ Tsp black pepper
- ¼ Tsp garlic powder (optional)
Optional finish
- ½ oz finely grated Parmesan
Method
Cook the bacon
Cook the entire package of bacon until fully rendered and crisp but not brittle. It should snap when bent, not shatter.
You can do this in a skillet or with a hands-off oven method. However you cook it, the doneness matters. Soft bacon will soften further in the sauce.
Transfer bacon to a paper towel lined plate. Chop what you need for the mac. Any extra bacon is fair game for snacking or topping.
Carefully pour off most of the bacon fat and reserve 1 Tbsp for the sauce.
Boil the pasta
Bring a large pot of water to a boil and salt it well. Cook the shells 1 minute shy of al dente. Before draining, reserve ½ cup pasta water. Drain and set aside.
Make the roux
In a large saucepan (or the bacon skillet, wiped out if needed), melt the salted butter over medium heat. Add the reserved bacon fat.
Whisk in the flour and cook, whisking constantly, for 1 to 2 minutes until pale golden and lightly toasted. Do not let it brown.
Thicken the sauce base
Slowly whisk in the milk, then the heavy cream. Bring to a gentle simmer, whisking frequently, until the sauce thickens enough to coat the back of a spoon, about 3 to 5 minutes.
Stir in the kosher salt, black pepper, and garlic powder, if using.
Melt the cheeses
Turn off the heat entirely. Only turn it back on to low if you can’t achieve melting, and only for a minute or so at a time.
Add the cubed Velveeta and stir until fully melted and glossy.
Add the shredded cheeses (whatever blend you’re using) in small handfuls, stirring until each addition melts before adding the next.
Taste and adjust seasoning. Bacon, butter, and cheese can all swing salty.
Combine pasta and bacon
Add the drained shells and chopped bacon to the sauce and fold until evenly coated.
If the mixture is too thick, add reserved pasta water 1 Tbsp at a time until creamy and spoonable, not soupy.
Broil the cheese cap
Heat the broiler and position a rack 6 to 8 inches from the element.
Transfer the mac to a broiler-safe baking/casserole dish sprayed with non-stick spray or oil and spread evenly.
Top with the reserved shredded cheese and Parmesan, if using.
Broil until the top is browned in spots and bubbling, 2 to 4 minutes. Watch closely.
Rest 2 minutes, then portion into bowls and serve.
Notes, swaps, and guardrails
Cheese flexibility (read this before shopping)
This recipe assumes 12 to 15 oz total cheese for 1 lb pasta.
- 4 oz must be Velveeta or American-style processed cheese. This is non-negotiable for texture.
- 6 to 8 oz goes into the sauce as shredded melting cheese.
- 2 to 3 oz of that same cheese is reserved for topping before broiling.
Use any combination of good melting cheeses you like: cheddar, Monterey Jack, fontina, low-moisture mozzarella, Gruyère. Mixing odds and ends is fine.
Avoid very dry or crumbly cheeses as the main component.
Grate your own cheese. Pre-shredded cheese can make the sauce grainy.
Garlic powder note
Garlic powder here is intentionally restrained. You won’t taste garlic, you’ll miss it if it’s gone.
Pasta shape swaps
- Medium shells: the most forgiving option. They hold sauce and reheat well.
- Elbows: fine, but they absorb more liquid. Cook 2 minutes shy of al dente and expect to add extra pasta water.
- Cavatappi: closest to a pub-style look. Cook 1 minute shy of al dente.
No Velveeta version
If you intentionally want to skip Velveeta, increase total shredded cheese to about 12 oz and add 2 oz cream cheese as a stabilizer. Keep the heat low when melting cheese.
Storage and reheat
Store airtight for up to 3 days.
Reheat gently on the stovetop with a splash of milk, stirring often.
For a fresh cheese cap, transfer hot mac to a dish, add a little reserved cheese, and broil briefly.
Do not use pre-shredded cheese.
Do not add cheese while the sauce is boiling.
Do not skip the 2 minute rest after broiling.
Credit where it’s due
This is a home-kitchen riff on the Bay Area pub-style bacon mac bowl: stovetop mac, flexible cheese, crisp bacon, and a quick broiler finish.