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Author Notes: This is deliciously rich and decadent! I love mac & cheese and wanted to make it a bit more interesting by adding some spinach, and anything is better with the addition of bacon. You can substitute the spinach for any of your favorite veggies. —ADRIENE
- 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
- 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.
- 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.
- Saute the spinach in batches in reserved bacon grease, season with salt and pepper and set aside.
- 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.
- 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.
- Add in the cheese and whisk until smooth. Add the spinach, bacon and onions. Adjust seasoning with salt and pepper.
- 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.