Bacon Lover's Mac & Cheese

By tulawdog

Ingredients

• 12 oz. short pasta
• 5-6 oz. bacon, chopped
• 8 oz. baby bella mushrooms, sliced
• 2 tbsp. unsalted butter
• 1/4 cup flour
• 2 cloves garlic, minced
• 2 1/2 cups milk
• 1/4 tsp. salt
• 1/4 tsp. red pepper flakes
• Freshly ground black pepper, to taste
• 4 oz. Fontina cheese, grated
• 4 oz. white cheddar cheese, grated
• 3 cups fresh baby spinach leaves, chopped

Preparation

Step 1

1. Preheat the oven to 400 degrees and bring a large pot of salted water to boil. Once the water is boiling cook the pasta according to package directions until just shy of al dente. Drain well and set aside.
2. Meanwhile, in a skill over medium heat, cook the bacon until crispy. Transfer to a plate lined with paper towels with a slotted spoon. (If desired, set aside 2 or 3 tablespoons of the cooked bacon for topping the baked mac and cheese.) Set aside 2 tablespoons of the bacon grease and return the pan to the heat. Add the mushrooms to the hot pan and cook until they release their liquid, about 7 minutes. Season with salt and pepper. Remove from the heat.
3. For the cheese sauce, add the reserved bacon grease to a medium saucepan with the butter. (If there was not enough bacon grease to make 2 tablespoons, replace the missing amount by adding an equal amount of butter.) Heat over medium-high heat until the butter is melted then whisk in the flour and garlic. Cook, stirring constantly, until the mixture is golden, 1-2 minutes. Slowly whisk in the milk and cook the mixture, stirring frequently, until it begins thicken.
4. Add in the salt, red pepper flakes, and pepper. Remove the pan from the heat and whisk in the Fontina and white cheddar until completely melted and smooth. Add the drained pasta to the pot and mix in the cooked bacon and mushrooms, the cheese sauce, and the chopped spinach. Gently stir everything together until well combined and spread the mixture into a lightly greased 2-quart casserole dish.
5. Bake for 15-20 minutes, until the top is golden and the cheese is bubbling.