Three Cheese BLT Macaroni

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I was recently invited to come in to Noodles & Company to try out their Mac and Cheese dishes that they had brought back to their menu. I almost said no. I have hated Macaroni and Cheese for as long as I can remember. Even when people try to make it fancy, there’s just something about it that I don’t like. But I figured the kids would probably like it so I told them we’d give it a go.

I was honestly pleasantly surprised at how good it was. It was a fun easy dinner and the kids loved it all. I have to say though, what made it memorable was the local manager, Kari. She treated us like royalty and brought us enough food and cookies to last a week. She wasn’t just doing it for us either. I watched her the whole time we were there and she was visiting tables almost the whole time.

My favorite combination was their Bacon, Mac and Cheeseburger so I decided to make my own interpretation of it at home. I turned it into a BLT version by combining two cheeses in the sauce; sharp cheddar and gruyere, and then caramelized shallots to spread across the top. I crisped some bacon and sprinkled that along with crumbled feta and then baked it for about 15 minutes to crisp the top. I finished it off by putting some baby spinach and diced tomatoes on top. It’s that time of year when tomatoes are looking pretty pathetic in the grocery store so I used my Red Gold tomatoes that I had and they worked perfectly.


This is pretty easy one to experiment with. Switch up the cheeses, use a sweet onion instead of the shallots or add some more flavoring to the cheese sauce. I loved it how it was though and can no longer claim to be a macaroni and cheese hater. 


Three Cheese BLT Macaroni

adapted from Epicurious


  • 5 slices bacon, chopped
  • 2 cups sliced large shallots (about 6)
  • 3 cups small elbow macaroni
  • 2 1/2 cups half and half
  • 3 teaspoons hot sauce (such as Cholula)
  • 2 cups (packed) coarsely grated extrasharp cheddar cheese (about 8 ounces)
  • 2 cups (packed) coarsely grated gruyere cheese
  • 3 tablespoons all purpose flour
  • 2/3 cup crumbled feta cheese
  • 1 can diced tomatoes
  • 1/2 cup baby spinach, chiffonade


Preheat oven to 400°F. Butter 11x7x2-inch glass baking dish.

Cook bacon until crisp in heavy large skillet over medium-high heat. Remove bacon from pan and drain all but 3 tablespoons of the grease. Add shallots; sprinkle with salt and pepper. Cover and cook 5 minutes, stirring often. Reduce heat to medium. Cook, covered, until shallots are deep brown, stirring often, about 6 minutes.

Meanwhile, cook macaroni in large saucepan of boiling salted water until just tender but still firm to bite, stirring occasionally; drain well. Reserve pan. Bring half and half and hot sauce to simmer in same saucepan over medium heat. Toss cheddar cheese and flour in medium bowl to coat; add to half and half mixture. Whisk until sauce is smooth and just returns to simmer, about 2 minutes. Mix in pasta. Season with salt and pepper.

Spread pasta mixture in prepared dish. Top with shallots, bacon and then feta cheese. Sprinkle with pepper. Bake until heated through, about 15 minutes. Sprinkle with tomatoes and spinach.

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