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This loaded mac and cheese starts with a creamy cheddar and mozzarella cheese sauce, then adds bacon, sour cream and a buttery panko topping before going into the oven. The bacon and crunchy topping are what make it feel a little different from regular mac and cheese, and readers have called out both as favorites. I like the contrast between the creamy pasta and those crisp breadcrumbs on top. Serve it as a main dish or alongside chicken, steak or vegetables.

Why You’ll Love It

Creamy loaded mac and cheese combines cheddar, mozzarella, bacon and sour cream with a buttery panko topping, then bakes until golden.
Extra creamy: Cheddar, mozzarella and sour cream make a rich cheese sauce that coats the pasta before it goes into the oven.
Bacon in every bite: Chopped bacon is mixed right into the macaroni, with the option to add even more over the top.
Crunchy topping: Buttery panko breadcrumbs turn golden in the oven and give you a nice contrast to the creamy pasta underneath.
Works as a main or side: Serve it on its own or alongside steak, chicken, vegetables or a salad.

Hunting for more mac and cheesy recipes? Make taco mac and cheese, my copycat Panera mac and cheese, or a Hawaiian macaroni salad.

Loaded Mac and Cheese Ingredients
A complete list of ingredients and amounts can be found in the recipe card below.
Elbow pasta: The classic shape for mac and cheese, although another short pasta such as shells or cavatappi will work too.
Butter and flour: These cook together to make the roux that thickens the cheese sauce. Some of the butter is also mixed with the panko for the topping.
Seasonings: Onion powder, garlic powder, dried chives, parsley, paprika, salt and black pepper season the sauce.
Chicken broth: Adds savory flavor to the cheese sauce.
Milk: Three Cups give you enough sauce to generously coat a full pound of pasta.
Cheddar and mozzarella: Cheddar brings the classic mac and cheese flavor while mozzarella adds creaminess and plenty of melt.
Sour cream: Stirred in after the pasta, it adds extra creaminess with a little tang.
Bacon: Cook and chop the bacon before adding it to the macaroni. Save a little extra for the top if you like.
Panko breadcrumbs: Mixed with melted butter and scattered over the pasta before baking for a crisp, golden topping.

How to Make Loaded Mac and Cheese
For more detailed instructions with weights and measurements, jump to the printable recipe card.
Cook the pasta: Cook the elbow pasta until al dente, drain and set aside.
Start the cheese sauce: Melt the butter in a Dutch oven and stir in the seasonings. Whisk in the flour to form a thick paste, then add the chicken broth and cook for 3 or 4 minutes.
Add the milk and cheese: Stir in the milk and warm it gently without letting it boil. Add the cheddar and mozzarella and stir until melted and smooth.
Add the pasta and bacon: Stir in the cooked pasta until well coated, then mix in the sour cream and chopped bacon. Transfer everything to a prepared 9 x 13-inch baking dish.
Add the topping: Mix melted butter with the panko breadcrumbs and scatter them evenly over the macaroni. Add extra bacon on top if you like.
Bake: Bake at 375 degrees F for 15 to 18 minutes, until the topping is golden.

Substitutions and Variations
Pasta options: While elbow pasta is traditional, you can use any short pasta like penne, bowtie, shells, or fusilli.
Cheese choices: Play around with other cheeses like gouda, fontina, Monterey jack cheese, or Parmesan cheese for unique flavors. You can also use a blend of cheeses for added complexity.
Milk alternatives: Substitute regular milk with almond, oat, or coconut milk for a dairy-free version. Use dairy-free cheese to keep it vegan.
Vegetable add-ins: Mix in steamed broccoli or spinach, or perhaps some roasted cauliflowe, for added nutrition and flavor.
Meaty options: Swap out crispy bacon for cooked chicken, sausage, or diced ham. For a vegetarian option, try adding sautéed mushrooms or roasted red peppers.
Seasoning adjustments: Add some Italian herbs and chives, or a pinch of cayenne pepper or hot sayce for heat.
Toppings: Instead of breadcrumbs, top with crushed crackers or croutons, tortilla chips or fried onions.

Serving Suggestions
Appetizer: Start with peperonata and crunchy bread or cheesy jalapeno dogs.
Main: Serve your cheese-loaded mac dish with roasted vegetables or green salad.
Dessert: End with luscious creme brulee cheesecake, Bailey’s Irish cream pie or a key lime pie.

How to Store
Store: Refrigerate leftover loaded mac and cheese in an airtight container for up to 4 days.
Freeze: Let it cool completely, then freeze in an airtight container for up to 3 months.
Thaw: Thaw overnight in the refrigerator.
Reheat: My favorite way to reheat it is in the air fryer. Put a portion in a ramekin, add a little extra cheese and heat at 330°F for 3 or 4 minutes, or until hot. You can also reheat individual portions in the microwave.

Top Tips
Cook the pasta al dente: The pasta cooks again in the oven, so don’t let it get too soft when you boil it or the finished mac and cheese can become mushy.
Shred the cheese yourself: Freshly shredded cheese melts more smoothly into the sauce than packaged shredded cheese.
Keep the sauce below a boil: Once the milk goes in, warm the sauce gently. Boiling it after adding the cheese can make the sauce grainy rather than smooth.
Spread the panko evenly: You want some of that buttery crunch with every serving, so scatter the breadcrumb mixture right to the edges of the baking dish.
Let it sit for a few minutes: I know it’s tempting to dig straight in, but giving it a few minutes after baking lets the sauce settle a bit and makes it much easier to serve.

Fully Loaded Mac and Cheese FAQs
Don’t overcook the pasta, and keep the milk and cheese sauce below a boil. Add the shredded cheese gradually and stir until it’s completely melted before adding the pasta. Freshly shredded cheese will also melt more smoothly than pre-shredded cheese.
Yes. Leave out the bacon and replace the chicken broth with vegetable broth. The rest of the recipe can stay the same.

Loaded Mac and Cheese Recipe

Loaded Mac and Cheese
Equipment
- Pot Large
- Dutch Oven 7-Quart
Ingredients
- 16 Ounces elbow pasta, but can be any shape
- 10 Tablespoons butter
- 1 Teaspoon onion powder
- 1 Teaspoon garlic powder
- 1 Teaspoon chives, dry
- 1 Teaspoon salt
- 1 Teaspoon dried parsley
- ½ Teaspoon black pepper, freshly ground
- ½ Teaspoon ground paprika
- 4 Tablespoons all purpose flour
- 1 Cup chicken broth
- 3 Cups milk
- 3 Cups cheddar cheese, shredded
- 1 Cup mozzarella cheese, shredded
- ¼ Cup sour cream
- 6 Strips bacon, cooked and chopped, plus more for garnish
- 1 Cup panko breadcrumbs
Instructions
- Preheat the oven to 375°F.
- Grease a 13 x 9-inch baking dish with butter, oil or nonstick spray. Set aside.
- Cook the pasta according to the directions on the box. Set aside.
- In a 7-quart pot or Dutch oven over a medium heat, melt 6 tablespoons of butter.
- Add the onion powder, garlic powder, chives, salt, parsley, pepper and paprika. Stir well.
- Add the flour and whisk with the seasoned butter until you have a thick paste.
- Add the chicken broth. Mix well and cook for 3 or 4 minutes.
- Stir in the milk and cook for a few minutes. Don’t let it boil, just make sure the whole mixture is warm.
- Add in the cheddar and mozzarella cheeses and mix until melted.
- Add the drained, cooked pasta. Mix well so all the pasta is coated with the cheese sauce.
- Add the sour cream and bacon. Mix well.
- Pour the pasta into the prepared baking dish and spread it out evenly.
- In a mixing bowl, add 4 tablespoons of melted butter to the breadcrumbs. Mix well.
- Spread evenly on top of the pasta and add bacon if you want for topping.
- Bake for 15 to 18 minutes or until the top is golden, and then serve immediately.
Notes
Shred the cheese yourself: Freshly shredded cheese melts more smoothly into the sauce than packaged shredded cheese.
Keep the sauce below a boil: Once the milk goes in, warm the sauce gently. Boiling it after adding the cheese can make the sauce grainy rather than smooth.
Spread the panko evenly: You want some of that buttery crunch with every serving, so scatter the breadcrumb mixture right to the edges of the baking dish.
Let it sit for a few minutes: I know it’s tempting to dig straight in, but giving it a few minutes after baking lets the sauce settle a bit and makes it much easier to serve.
Nutrition






This loaded mac and cheese has a lot more going on than the usual bowl of macaroni and cheese, especially with the bacon and buttery panko topping. I think the crunchy top is what really makes it, since you get that contrast with the creamy pasta underneath. It’s substantial enough to serve on its own, but it also works really well alongside grilled chicken or steak.
Other Pasta Recipes to Try
- Dive into tasty paccheri pasta with oversized tubes to carry its yummy sauce!
- Impress your guests with this stunning stuffed rigatoni pasta pie.
- Enjoy this shrimp linguine with succulent shrimp tossed in a light sauce.
- Spice up your dinner with Louisiana Cajun chicken pasta, a flavorful dish that brings a taste of the South right to your table! Or my chicken gumbo recipe.
- Savory sausage and creamy sauce come together in Tuscan sausage pasta.


Bella Bucchiotti
Bella Bucchiotti is a Canadian-based syndicated food, travel, and lifestyle writer, photographer, and creator at xoxoBella. She founded xoxoBella in 2015, where she shares her love for food, dogs, sustainability, fitness, crafts, outdoor adventures, travel, and philanthropy to encourage others to run the extra mile, try new recipes, visit unfamiliar places, and stand for a cause. Bella creates stress-free and family-friendly recipes for weeknight dinners and festive feasts.











The perfect comfort food — I’ll be making this again soon!
The bacon and crunchy topping took this mac and cheese to the next level. Loved it!
This Loaded mac and cheese was a huge hit, so comforting!