My Favorite Mac & Cheese

15 ingredients
7 steps

Ingredients

  • 2 bags baby spinach
  • 1 package bacon
  • 2 yellow onions (small dice)
  • 3 garlic cloves (minced)
  • 1/2 teaspoon chili flakes
  • 4 cups shredded cheddar cheese
  • 1 cup shredded asiago
  • 3 cups half & half
  • 4 cups milk
  • 1 cup bread crumbs
  • 2 tablespoons butter
  • 2 tablespoons flour
  • 2 tablespoons olive oil
  • 1 1/2 pounds pasta (cooked)
  • salt & pepper

Directions

  1. 1
    Cut bacon in small pieces. Saute in a pan until crispy. Strain out bacon from the grease and set aside. Reserve the bacon grease. Pre-heat oven to 350 degrees.
  2. 2
    Caramelize the diced onions in some of the reserved bacon grease until golden brown. Add the minced garlic and cook for a few minutes, season with salt and pepper. Then set aside.
  3. 3
    Saute the spinach in batches in reserved bacon grease, season with salt and pepper and set aside.
  4. 4
    Add the butter and flour in a large sauce pot and stir together until it is combined to a paste in a golden brown color. Do not walk away during this process, it can burn very easily.
  5. 5
    Slowly add the milk into the pot while whisking into the flour and butter. Now add the half & half and chili flakes. Bring to a simmer and be careful to not scorch the bottom of the pan.
  6. 6
    Add in the cheese and whisk until smooth. Add the spinach, bacon and onions. Adjust seasoning with salt and pepper.
  7. 7
    Toss the cooked pasta with the sauce and put in a baking dish. Toss the bread crumbs with the olive oil, salt and pepper. Sprinkle the crumbs over the top of the mac & cheese. Bake in the oven for 20-25 minutes or until the crumbs are golden brown.

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