Mac and Cheese with Roasted Cauliflower and Smoked Bacon

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We can hardly think of any other dish the brings about so many “oohs” and “ahs” than this epic take on classic macaroni and cheese.

Everyone wants a little more fun in life and this recipe is guaranteed to deliver just that. We are thrilled to bring you the ultimate mac ‘n cheese. The roasted and smokey cauliflower and crispy smoked bacon put it over the top. Let’s do this!

A spoonful of Mac and Cheese with Roasted Cauliflower and Smoked Bacon in a white dish

How To Make Mac ‘n Cheese with Roasted Cauliflower and Smoked Bacon

This amazing side dish is not difficult to prepare, and much of it can be made in advance.

You can even prepare the entire dish up to 24 hours in advance. Just wait to put the breadcrumbs on just before baking.

It is truly a spectacular dish that is wonderful next to a majestic centerpiece such as our Standing Prime Rib Roast.


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The Ingredients You Will Need

Quite honestly, just the name of this dish gets us excited.

We’re going with a classic bechamel sauce mixed with gruyere cheese and fontina cheese.

We love using traditional small elbow pasta for our mac ‘n cheese, but you can use whatever size of pasta you like.

Smoked applewood bacon (thick cut) is ideal. And of course, fresh cauliflower is best, but in a pinch, you could go with frozen.

A spread of ingredients including uncooked elbow macaroni, a jug of milk, a bowl of shredded cheese, a bowl of crumbled cooked bacon, and a bowl of toasted breadcrumbs.

The combination of roasted cauliflower and smoked bacon is an amazing taste sensation and is key to making this dish epic.

Simply cut the cauliflower into florets, toss with a little oil, salt, pepper, smoked paprika, and cayenne.  Bake until soft and slightly browned, about 20 minutes at 375°F. 

The roasting brings out a slightly nutty taste that matches beautifully with the bacon, bechamel, pasta, and melty cheese.

Mac and cheese with roasted cauliflower and smoked bacon recipe

For the best mac ‘n cheese, you’ll want to use an awesome melting cheese.

We’re using 2 of our favorite types of melting cheese: Gruyere and Fontina, combined with a lush béchamel sauce.  It forms the basis for the perfect mac ‘n cheese.

And of course, the crunchy and flavorful breadcrumb topping is pure perfection! Buttery, crunchy, and so delicious. Mmmmm.

Mac n cheese with roasted cauliflower and smoked bacon recipe

When To Serve

This dish is a joy to serve for any occasion. It’s not difficult to prepare and can be made in advance (up to baking) so as part of a busy weeknight meal is no problem.

But because the dish is always such a huge hit with kids and adults alike, it’s especially great when served with your holiday feast.

We just can’t rave about this dish enough. All the components work perfectly together.

Folks, there’s mac ‘n cheese, and then there’s this.

A spoonful of Mac and Cheese with Roasted Cauliflower and Smoked Bacon in a white dish

Ready to make the best mac ‘n cheese in the world? Go for it!

And when you do, be sure to take a photo, post it on Instagram, and tag @howtofeedaloon and @skinnerpasta!

A spoonful of Mac and Cheese with Roasted Cauliflower and Smoked Bacon in a white dish

Mac and Cheese with Roasted Cauliflower and Smoked Bacon

This Mac and Cheese with Roasted Cauliflower and Smoked Bacon is pure comfort. It all comes together for the perfect mac 'n cheese. From the toasted bread crumbs, to béchamel, to Gruyere and Fontina cheese, to roasted cauliflower and of course the smoked just doesn't get much better than this. Can be made 48 hours in advance, just don't put the bread crumbs on until just before placing in the oven.
Print Pin Rate
Course: Side Dish
Cuisine: French / American
Keyword: how to make macaroni and cheese, mac n cheese
Prep Time: 20 minutes
Cook Time: 1 hour 10 minutes
Total Time: 1 hour 30 minutes
Servings: 8 people
Calories: 362kcal


  • 10"x10" or 9"x13" baking dish


  • 1 baguette crusts removed
  • 6 tbsp unsalted butter divided
  • 6 oz Applewood smoked bacon thick slice
  • 1 head cauliflower cut into small florets
  • 1 tbsp olive oil
  • Kosher salt and ground black pepper
  • ½ tsp cayenne pepper
  • 1 tbsp smoked paprika
  • ¼ cup all-purpose flour
  • 2 cups whole milk
  • 1 cup heavy cream
  • 1 tbsp dry mustard
  • 4 oz Gruyere cheese shredded
  • 4 oz Fontina cheese shredded
  • 12 oz elbow macaroni cooked according to package instructions



  • Pulse the bread in a food processor until uniform crumbs appear.
  • Heat 2 tablespoons butter in a medium skillet over medium-high heat.
  • Add the bread crumbs and cook, stirring frequently, until toasted and lightly browned, about 5 minutes.
  • Lightly season with salt. Transfer to a plate and set aside.


  • Preheat oven to 355°F.
  • In a large bowl, toss the cauliflower with olive oil, ½ tsp salt, ½ pepper, ½ tsp cayenne pepper, and 1 tbsp smoked paprika.
  • Place on a baking sheet and bake until soft and beginning to brown, about 15 to 20 minutes. Remove from oven and set aside. Lower oven temp to 350 F.
  • Meanwhile, cook the bacon in a large skillet and crisp.
  • Transfer to a paper towel-lined plate and then coarsely crumble when cool enough to handle. Set aside.


  • In a large saucepan/skillet, heat 4 tablespoons of butter over medium heat.
  • Add the flour and stir with a wooden spoon for 3 minutes.
  • Carefully add in the milk and cream, whisking constantly to fully incorporate. Add the mustard, 1 teaspoon salt, and ½ teaspoon black pepper. Stir often until slightly thickened, about 3 to 5 minutes.
  • One handful at a time, add the cheese, stirring to melt as you go.
  • Gently fold in the cooked cauliflower and bacon. Stir in the cooked pasta.


  • Pour the mixture into the baking dish. Top with bread crumbs.
  • Place in oven and bake for 30 to 40 minutes, or until bubbly. Let sit for 5 minutes before serving.


See the video near the top of the blog post for visual guidance. If you liked the video, please subscribe to our YouTube channel.  
The entire dish can be made up to 48 hours in advance, up to baking.  Don't add the breadcrumb topping until just before baking.
Leftovers can be kept in a container with a lid for up to 5 days.  The dish can be frozen, before baking, for up to 1 month.  We don't recommend freezing after baking, as the cheese and cream sauce will lose its texture and creamy taste. 


Calories: 362kcal | Carbohydrates: 18g | Protein: 12g | Fat: 27g | Saturated Fat: 14g | Cholesterol: 75mg | Sodium: 369mg | Potassium: 281mg | Fiber: 2g | Sugar: 3g | Vitamin A: 686IU | Vitamin C: 23mg | Calcium: 237mg | Iron: 1mg
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POSTUPDATE: This recipe was originally published in November 2017, but was updated with improved tweaks to the recipe with new tips and photography and a fabulous new video in December 2021! 

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