Even though this post’s rampant use of brie and my peach and goat cheese pizza may suggest otherwise, I promise this isn’t turning into a fancy frou-frou pretentious food blog. Lest you forget, it wasn’t that long ago that I made a cake in the microwave. Seriously people, I promise I’m not turning foodie on you. In fact, it would never even occurred to me to use brie in…well…anything…if I wouldn’t have found three wheels in the clearance bin at my local grocery store. I love brie. I love cheese. But I love my bank account even more.

Yeah, that’s right, kids. $1. You couldn’t get a wheel of American cheese—if American cheese even came in wheels—for a $1. So I jumped all over that. And now, brie has infiltrated the blog. Do I expect you to hop out and buy a $20 wheel of cheese just to make macaroni and cheese? Hells no. But I do want to tell you that the brie makes this the creamiest, most decadent macaroni and cheese I’ve ever eaten. And I’ve eaten a lot of macaroni and cheese. So if you have a really, really special occasion that calls for macaroni and cheese, splurge on the brie.

Although I’m not exactly sure what kind of special occasion calls for mac and cheese. I mean, you aren’t going to serve mac and cheese at your wedding. Unless you are me and Babyface. Because we totally had mac and cheese at our wedding (and ribs, coleslaw, pulled pork, corn bread and corn on the cob).

I digress.

I know right now one (or more) of you are scrolling quickly down to the bottom of the post to type up a comment asking what to sub in for the brie, and honestly, I have no clue. I wish I knew more about cheese. All I know about cheese is that I like it in my belly. Intelligent, well-cheesed readers, please suggest some cost-effective solutions for the massive amount of brie in this recipe! For now, here’s hoping you find some brie on sale.

Also, I’m sure you could make this without the bacon, just up the butter or replace it all with olive oil. But that’d be a shame, because bacon is delicious. And flavorful. And smokey. And using the bacon drippings makes the cheese sauce so incredibly delicious that I may have eaten it straight out of the pot with a spoon. May have.

Bacon and Brie Macaroni and Cheese

Serves 6


  • 12 ounces whole wheat elbow macaroni, cooked according to package
  • 2 slices, thick cut bacon
  • 2 tablespoons butter
  • 2 cloves garlic, finely minced
  • 1 heaping tablespoon flour
  • 1/2 cup milk
  • 1/2 cup heavy cream
  • 1/2 cup shredded cheddar cheese
  • 12 ounces brie, rind removed
  • Salt and pepper, to taste
  • 1/3 cup panko breadcrumbs


  1. Preheat oven to 350°.
  2. In a skillet, over medium heat, cook the bacon until well done, about 5 minutes. Remove from pan and set aside to cool.
  3. In bacon grease, melt butter and then cook garlic for 1-2 minutes or until slightly brown and soft.
  4. Turn skillet to low and sprinkle flour over butter and bacon grease. Whisk for 1 minute to remove flour taste.
  5. Whisk in milk and heavy cream until well-incorporated. Bring to a simmer.
  6. Add cheddar and brie and whisk gently until melted. Remove from heat. Salt and pepper to taste.
  7. Toss cheese sauce with elbow macaroni until well-coated.
  8. Spoon macaroni and cheese into six, greased ramekins or one large baking disk.
  9. Sprinkle top with breadcumbs. Crumble bacon and sprinkle on top.
  10. Bake for 15-20 minutes or until cheese sauce is bubbly and top is browned and crunchy. You can also crunchify the tops in the broiler for 2-3 minutes.

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  1. I was looking around for inspiration thinking I wanted some jalapeno bacon macaroni and cheese for dinner. Brie is my favorite so I followed the link here from Google.
    Just wanted to say you are really missing out by removing the rind. It’s possibly the best part. I mince it up real fine and mix about 75% in the sauce and sprinkle the rest on top.
    Anyway I’m headed to the store now. Butter, garlic, and bacon. This recipe looks like it hits all the marks and I can’t wait to try it.

  2. Hi! Planning to make this for Christmas dinner. I what size pan would you recommend if this is going to be made in one dish?

    1. Hi Jeanette! We hope you got this sorted for Christmas dinner and that everyone loved it! But for future reference and anyone else wondering, this should fit in an 8×8, 9×9, or 9×13. If you’re worried, you can put the 8×8 or 9×9 on a sheet tray to catch any potential spillover. But we don’t think it should be a problem. The main thing to consider is your desired topping to mac ‘n cheese ratio. You’ll get more crunchy topping in the 9×13! The cook time should be similar regardless of the pan since everything is already cooked, and you’re really just letting it get happy together and browning the topping =)

  3. Thank you 🙂 This is scrumptious!! Best mac and cheese Ive had yet love the garlic. Made some asparagus and steak with it and I feel like a master chef!

  4. I’m going to attempt your recipe today. I’ll be bringing it to Thanksgiving… can’t wait to see how yummy it is! I.LOVE.CHEESE. Will report back on the reaction from everyone.

    1. Such a late reply but when I tried this, it totally reminded me of thanksgiving xp Hope yours came out as good as mine haha