Nothing beats the warm, golden comfort of mac and cheese on a crisp fall evening. This Mac & Cheese with Brussels Sprouts takes your favorite childhood dish and gives it a grown-up twist.
I’ll be honest – my first attempt was a disaster. I added raw Brussels sprouts that turned bitter and soggy, while my bacon breadcrumbs burned to a crisp. The whole thing looked more like a science experiment gone wrong than dinner.
Now this Mac and Cheese with Brussels Sprouts & Bacon Breadcrumbs is pure comfort perfection. The crispy sprouts add just the right bite, and those buttery bacon breadcrumbs? Pure magic.
Ingredients for Mac & Cheese with Brussels Sprouts
- Elbow macaroni: The classic choice that holds cheese sauce perfectly in every curve, though shells or cavatappi work beautifully too for extra sauce-catching power.
- Thick-cut bacon: Provides smoky depth and crispy texture that makes this dish special, so don’t skimp on quality here for the best flavor payoff.
- Brussels sprouts: Choose firm, bright green sprouts and halve them for even cooking that creates crispy edges while keeping centers tender and sweet.
- Unsalted butter: Forms the base of our silky roux, giving you complete control over seasoning while adding that essential rich, creamy foundation flavor.
- All-purpose flour: Creates the thickening roux that prevents your cheese sauce from breaking, so measure carefully for the smoothest, most luxurious texture possible.
- Whole milk: Warm it gently to prevent the roux from seizing up, creating a smooth base that helps cheeses melt evenly without clumping.
- Sharp cheddar cheese: Grate fresh for maximum meltability and bold flavor that stands up beautifully to the bacon and Brussels sprouts without getting lost.
- Gruyere cheese: Adds sophisticated nutty depth and incredible melting properties that create that coveted stretchy, creamy texture we all crave in perfect mac.
- Dijon mustard: Just a touch brightens the entire dish and enhances cheese flavors without overpowering, adding subtle complexity that makes people wonder what’s special.
- Garlic powder: Provides mellow garlic flavor that distributes evenly throughout the sauce, much better than fresh garlic which can burn during the roux process.
- Smoked paprika: Complements the bacon beautifully while adding gorgeous color and subtle smokiness that ties all the flavors together in perfect harmony.
- Panko breadcrumbs: Creates the crispiest, most golden topping that stays crunchy even after baking, far superior to regular breadcrumbs for textural contrast.
- Fresh thyme: Earthy herb that pairs naturally with Brussels sprouts and adds aromatic freshness that cuts through the rich, creamy cheese sauce beautifully.
- Black pepper: Freshly ground adds gentle heat and complexity that enhances every other flavor without overwhelming the delicate balance of this comfort dish.
- Olive oil: Helps the bacon breadcrumbs achieve perfect golden color and crispy texture while preventing burning during the final baking step for ideal results.
How to Make Mac & Cheese with Brussels Sprouts
- Cook Pasta:
- Boil salted water and cook macaroni until just shy of al dente, about 1 minute less than package directions. Reserve 1 cup pasta water before draining completely.
- Crisp Bacon:
- Cook chopped bacon in large oven-safe skillet over medium heat until crispy, about 6-8 minutes. Remove bacon with slotted spoon, leaving 2 tablespoons fat behind.
- Sauté Sprouts:
- Add Brussels sprouts to bacon fat, cut-side down. Cook without moving for 3-4 minutes until golden and caramelized, then stir and cook 2 minutes more.
- Make Roux:
- Push sprouts to one side, add butter to empty space. Once melted, whisk in flour and cook 1 minute until fragrant and golden brown.
- Build Sauce:
- Gradually whisk in warm milk, then add mustard, garlic powder, and paprika. Simmer 3-5 minutes until thickened enough to coat a spoon nicely.
- Add Cheese:
- Remove from heat and whisk in both cheeses until melted and smooth. Stir in cooked pasta, adding pasta water if needed for creaminess.
- Top and Bake:
- Preheat oven to 400°F. Mix panko, bacon, thyme, pepper, and olive oil. Top mac and cheese, then bake 15-20 minutes until golden and bubbly.
There’s something so nostalgic about watching that first spoonful of this Mac and Cheese with Brussels Sprouts & Bacon Breadcrumbs stretch into perfect cheese strings. Sure, my kitchen looks like a tornado hit it, with cheese bits stuck to every surface and bacon grease splattered on the stove. But when everyone goes quiet at the dinner table except for happy murmurs and the sound of forks scraping plates clean, I know it’s all worth it. This isn’t just comfort food – it’s the kind of dish that creates memories and brings people together around something warm and satisfying.
How to Store Mac & Cheese with Brussels Sprouts
Store leftover mac and cheese in an airtight container in the refrigerator for up to 4 days. The Brussels sprouts will soften slightly but still taste delicious. You can make the entire dish ahead of time, stopping before the final bake, then cover and refrigerate overnight.
To reheat, add a splash of milk to restore creaminess and bake at 350°F for 20-25 minutes until heated through. Individual portions reheat beautifully in the microwave with a tablespoon of milk to keep everything fresh and creamy.

What to Serve with Mac & Cheese with Brussels Sprouts
This rich and hearty dish pairs perfectly with a crisp green salad dressed with lemon vinaigrette to cut through the richness. Serve alongside roasted chicken or grilled pork chops for a complete meal that satisfies everyone at the table.
My personal favorite is to enjoy it as the star of the show with just some crusty bread and a glass of crisp white wine. The bacon and Brussels sprouts make it substantial enough to serve as a main course that nobody will forget.

Frequently Asked Questions
- → Can I use frozen Brussels sprouts for this mac and cheese recipe?
Fresh Brussels sprouts work best for proper caramelization, but thawed frozen ones can work if patted completely dry first.
- → What’s the best cheese combination if I can’t find Gruyere?
Swiss cheese works well as a substitute, or use all sharp cheddar with a bit of cream cheese for extra creaminess.
- → How do I prevent my cheese sauce from becoming grainy or breaking?
Always remove from heat before adding cheese and use freshly grated cheese at room temperature for smoothest results.
- → Can I make this mac and cheese ahead of time for entertaining?
Absolutely! Assemble everything except breadcrumbs, refrigerate overnight, then add topping and bake when ready to serve.
- → What can I substitute for bacon to make this vegetarian friendly?
Try crispy fried shallots, toasted nuts, or smoky tempeh crumbles for similar texture and umami depth without meat.

Mac & Cheese with Brussels Sprouts
- Prep Time: 20 Minutes
- Cook Time: 35 Minutes
- Total Time: 55 Minutes
- Yield: 8 Servings 1x
- Cuisine: American
Description
How to make creamy mac and cheese with crispy Brussels sprouts and bacon breadcrumbs that transforms ordinary comfort food into something magical.
Ingredients
Base Ingredients
- 1 pound elbow macaroni
- 6 strips thick-cut bacon, chopped
- 1 pound Brussels sprouts, trimmed and halved
- 4 tablespoons unsalted butter
- 1/4 cup all-purpose flour
Cheese Sauce
- 3 cups whole milk, warmed
- 8 ounces sharp cheddar cheese, freshly grated
- 4 ounces Gruyere cheese, freshly grated
- 1 teaspoon Dijon mustard
- 1/2 teaspoon garlic powder
- 1/2 teaspoon smoked paprika
Bacon Breadcrumbs
- 1 cup panko breadcrumbs
- 2 tablespoons fresh thyme leaves
- 1/4 teaspoon black pepper
- 2 tablespoons olive oil
Instructions
- Cook Pasta: Boil salted water and cook macaroni until just shy of al dente, about 1 minute less than package directions. Reserve 1 cup pasta water before draining completely.
- Crisp Bacon: Cook chopped bacon in large oven-safe skillet over medium heat until crispy, about 6-8 minutes. Remove bacon with slotted spoon, leaving 2 tablespoons fat behind.
- Sauté Sprouts: Add Brussels sprouts to bacon fat, cut-side down. Cook without moving for 3-4 minutes until golden and caramelized, then stir and cook 2 minutes more.
- Make Roux: Push sprouts to one side, add butter to empty space. Once melted, whisk in flour and cook 1 minute until fragrant and golden brown.
- Build Sauce: Gradually whisk in warm milk, then add mustard, garlic powder, and paprika. Simmer 3-5 minutes until thickened enough to coat a spoon nicely.
- Add Cheese: Remove from heat and whisk in both cheeses until melted and smooth. Stir in cooked pasta, adding pasta water if needed for creaminess.
- Top and Bake: Preheat oven to 400°F. Mix panko, bacon, thyme, pepper, and olive oil. Top mac and cheese, then bake 15-20 minutes until golden and bubbly.
Notes
- Don’t skip caramelizing the Brussels sprouts properly or they’ll taste bitter.
- Store leftovers in airtight container up to 4 days in refrigerator.
- Freshly grated cheese melts much better than pre-shredded varieties.
- Reserve pasta water to adjust sauce consistency if needed.
- Remove from heat before adding cheese to prevent breaking.
- Warm milk prevents roux from seizing into lumps.
Allergy Information: Dairy, Gluten
Nutrition
- Calories: 485 calories
- Fat: 24g
- Carbohydrates: 48g
- Protein: 22g







