Bacon Cauliflower Mac & Cheese is a great way to make that perfect classic comfort food into more of a well-rounded meal. Cauliflower adds some extra nutrition, and its color blends right in so even the picky eaters won’t notice.
I’ve made this recipe hundreds of times, well, not this exact one. Mac & Cheese is your basic bechamel sauce, a white sauce. Butter and flour cooked together into a roux, which is then used to thicken milk. So, bacon and cauliflower is just what I made this time. It’s the easiest way to turn anything in your fridge into a pasta dinner.
Mac & Cheese Substitution Ideas
Bacon and cauliflower is just the beginning. You can substitute different veggies, pasta, cheese or meat. Any short pasta, like macaroni, rotini, cavatappi, bowtie, or penne works great and adds variety to a weekly pasta night. Any combination of different cheeses can be used, like cheddar, Muenster, provolone, mozzarella, Havarti or Parmesan. You can leave it vegetarian or add a meat if you like.
Follow the basic Bacon Cauliflower Mac & Cheese recipe, and substitute in your variation ideas. This recipe uses the fat from the bacon in place of butter to begin the sauce. So, if you aren’t using bacon, start by sautéing your vegetables in 3 tablespoons of butter.
Meat should either be precooked leftovers added with the milk just to warm up, or cooked first before starting the sauce. This is a great way to use leftover meat, like rotisserie chicken, extra sliced brats or Italian sausages from the grill, or leftover diced ham or pork tenderloin. Often when I have a few strips of leftover cooked bacon, I chop and freeze them to add to pasta.
Try your own variations, like sausage and bell pepper, broccoli and deli ham, leftover chicken, artichoke and spinach, prosciutto, tomato and zucchini or even just frozen peas. Yes yes yes, anything works!
Tips for the BEST Mac & Cheese
- Shred your own cheese! The pre-shredded cheese is coated so that it doesn’t melt in the bag before you buy it. This makes it harder for it to melt in the sauce.
- Don’t skimp on the fat. We have a tendency to want to drain the fat, whether it’s bacon fat or taco meat, but the bacon fat in this recipe forms the roux with the flour which thickens the sauce. If you don’t want to use the bacon fat, start the sauce with 3T butter.
- If you don’t have Panko breadcrumbs, a chopped and crumbled slice of white bread or even a hamburger or hotdog bun from the back of your freezer can be used for quick breadcrumbs. The bread crumbs can also be left out.
- Don’t over boil the pasta. If the box says 7 to 8 minutes, do 7 since the pasta will continue cooking in the sauce. Time it!
- Picky eaters? If your kids still suspect the diced cauliflower is not the plain noodles they were expecting, try using a food processor to get the cauliflower super small before cooking.
Mac & Cheese has always been the #1 kid-friendly, family favorite meal. It’s a classic dish, made healthier with vegetables. Try it with a simple side salad, and you have the perfect complete meal from whatever’s in your fridge!

Bacon Cauliflower Mac & Cheese
Ingredients
- 1 lb macaroni or any short pasta
- 4 strips bacon chopped, do not discard fat (or use 3 T butter if not using bacon)
- 1 T butter
- 4 c cauliflower diced very small (about ½ to 1 head depending on size)
- ¼ t kosher salt
- ¼ c flour
- 4 c milk whole is best but any will work
- ¼ t kosher salt
- 6 grinds fresh black pepper
- 3 c shredded cheese (I used a combination of cheddar, provolone, and Parmesan)-divided
- 1 c buttered Panko bread crumbs optional
Instructions
- Prepare all ingredients before you start. Chop bacon and cauliflower, measure flour and milk and shred cheese. When you are making your sauce you can keep your eyes on it!
- Set water to boil, add a pinch of salt and cook pasta following package instructions. Drain and reserve.
- Preheat oven to 350°.
- Meanwhile, in a large pot or dutch oven (big enough to toss sauce with pasta), over medium heat, add chopped bacon and saute until fully cooked and crispy, about 5 to 6 minutes. Transfer bacon to a dish and reserve, keep the fat in the pot.
- Add 1 T butter and the cauliflower to the bacon fat and saute about 6 minutes, stirring often. Season with ¼ t salt.
- Add flour and stir to combine for about 1 minute.
- Add milk, salt and pepper. Let the milk cook on medium, stirring often, about 7 to 8 minutes until thickened.
- Add about ⅔'s of the cheese and whisk to combine. Add the bacon and drained pasta and mix well.
- Transfer to a baking dish or just bake in the pot it's in. Top with remaining cheese (and bread crumbs mixed with ½T of melted butter if using).
- Bake in the oven for 15 minutes, then broil 1 or 2 minutes to brown the bread crumbs. Watch closely so it doesn't burn! Serve with a green salad, enjoy!
Thank you! This is first time I tried your recipe and my family loved it! It was written in a way that was easy to understand and follow. And I love it because I can use any vegetables.
Thank you! So glad you liked it!