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Loaded Mac & Cheese with Bacon, Mushrooms and Potatoes

  • Author: Side Delights
  • Prep Time: 10
  • Cook Time: 30
  • Total Time: 40 minutes
  • Yield: 4 servings 1x


The ultimate comfort food, this creamy mac & cheese is taken to the next level with crispy bacon, mushrooms and tasty red potatoes. Perfect for a chilly weeknight in or weekend gameday!


  • 16 ounces white button mushrooms, halved and roasted (see below)
  • 1 package Side Delights Steamables Red Potatoes, cooked according to package instructions and cooled
  • ¾ cups whole milk
  • ¾ cups cream
  • 1 ½ cups grated sharp cheddar cheese
  • 1 ½ cups grated Colby-Jack
  • 2 cups elbow macaroni or shells, cooked to al dente (4 cups cooked)
  • 4 slices thick-cut applewood smoked bacon, roasted or fried and cut crosswise into strips
  • Grated Parmesan cheese to taste
  • Italian parsley to taste

Roasted Mushrooms:

  • 1 tablespoon vegetable oil
  • 16 ounces white button mushrooms, halved
  • Salt and pepper, to taste


Roasted Mushrooms:

  1. Preheat oven to 375 degrees F. Toss mushrooms in vegetable oil and season with salt and pepper.
  2. Spread mushrooms onto baking sheet and roast for approximately 20 minutes.

Mac & Cheese Instructions:

  1. Cut potatoes into quarters and set aside.
  2. In a medium sauce pan over medium heat, stir together the milk and cream. Heat until tiny bubbles form around the edges of the milk. Stir in the grated cheese, stirring constantly, until it’s melted and combined.
  3. Fold the pasta, bacon and potatoes into the sauce. Divide into four bowls and garnish with grated Parmesan cheese and parsley.