Save Tiny parcels of cheesy comfort, these mac and cheese bacon spinach poppers transform the flavors of a beloved classic into a crowd-pleasing bite. Picture creamy macaroni and cheese, smoky bacon, and tender spinach all bundled in a crispy coating the kind of snack that always disappears first at parties and family gatherings.
My kids asked for these after a potluck where they vanished before I could snag a second one. Now I keep a batch in the freezer for movie nights and impromptu get-togethers.
Ingredients
- Elbow macaroni: One cup uncooked pasta is the perfect size to hold the creamy sauce. Look for brands with a sturdy texture so the poppers stay intact.
- Sharp cheddar cheese: Freshly grated sharp cheddar delivers tang and meltability. Choose a block cheese for smoother melting.
- Whole milk: Adds creaminess without overpowering the cheese flavor. Select whole milk for a richer sauce.
- Unsalted butter: Lets you control the salt level while adding that classic richness. Choose European-style for a luxe finish.
- All-purpose flour: Used twice in this recipe For roux and breading. Go for unbleached if possible.
- Ground black pepper: Lends subtle heat and rounds out the cheese sauce. Grind fresh if you can for max flavor.
- Salt: Seasons the dish from inside out Choose fine sea salt for even distribution.
- Bacon (cooked and finely chopped): Quality, thick-cut bacon crisps up best and brings smoky depth. Drain well for crisp texture in the mix.
- Fresh spinach: Finely chopped for color and nutrients Choose perky, dark green leaves and avoid wilted bunches.
- Panko breadcrumbs: Create an ultra-crisp shell Japanese-style panko stays crunchiest.
- Paprika: Subtle smoky warmth in the coating Use sweet or smoked paprika based on your flavor preference.
- Garlic powder: Boosts savoriness in the coating Freshness makes a big difference so check your spice stash.
- Large eggs: Two eggs help panko stick and brown. Go for pasture-raised if available.
- Vegetable oil: For frying for best results choose a neutral oil with high smoke point like canola or sunflower.
Instructions
- Cook the Elbow Macaroni:
- Boil a pot of salted water and add macaroni. Cook according to package directions, stirring occasionally, until just al dente. Drain and let cool slightly. The key is to avoid overcooking so the shells hold their shape later.
- Make the Cheese Sauce:
- Melt butter in a saucepan over medium heat. When foaming subsides, whisk in flour. Stir constantly for a full minute to cook out raw flour taste. Gradually pour in milk while whisking to prevent lumps. Cook until thickened enough to coat a spoon, around two minutes.
- Add Cheese and Seasonings:
- Lower the heat to very low and sprinkle in shredded cheddar, salt, and pepper. Stir gently until cheese is completely melted and sauce is velvety smooth. Taste and adjust seasoning if needed.
- Combine All Filling Ingredients:
- Fold cooked macaroni into the cheese sauce. Add chopped bacon and spinach. Stir until every piece is well coated and the spinach is evenly distributed without clumps.
- Cool and Chill the Mixture:
- Spread the mac and cheese mixture onto a baking sheet lined with parchment. Smooth into an even layer around one inch thick. Cool slightly, then transfer to the refrigerator and chill for at least thirty minutes so it is easier to form into balls.
- Shape the Poppers:
- Once the mixture is cold and firm, scoop out portions and gently roll into one and a half inch balls. Pack gently do not squeeze too hard or the filling will become dense.
- Prepare Breading Stations:
- Set up three shallow bowls: flour in one, freshly beaten eggs in another, and panko breadcrumbs mixed with paprika and garlic powder in a third. Arrange in this order for smooth assembly.
- Dredge and Bread Each Ball:
- Roll each mac and cheese ball first in flour to coat lightly. Next, dip into the beaten eggs so every surface is moist. Finally, roll gently but thoroughly in seasoned panko so every area is covered for even frying.
- Heat Oil and Test Temperature:
- Pour two inches of vegetable oil into a deep skillet or heavy pot. Heat over medium to high heat until the temperature reaches three hundred fifty degrees Fahrenheit. Test by dropping in a few breadcrumbs they should sizzle and turn golden in a few seconds.
- Fry the Poppers Until Golden:
- Carefully lower the poppers into the oil in batches, without crowding. Fry for two to three minutes until deep golden brown and crisp on all sides. Use a slotted spoon to transfer them to a paper towel-lined plate so extra oil drains off.
- Serve and Enjoy:
- Arrange the poppers on a platter and serve while still warm. I love them with a side of ranch dip, smoky ketchup, or creamy sriracha mayo for a spicy kick.
Save When I toss in that handful of fresh spinach, these feel a bit more justified as an anytime treat. My favorite memory is watching my brother sneak one off the tray before dinner every single time.
Smart Storage for Poppers
Once cooled, leftovers keep well in an airtight container in the refrigerator for three days. To reheat, pop in a hot oven or air fryer for a few minutes to restore that golden crunch. I also freeze unbaked, breaded poppers on a tray then transfer to a zip bag so I can fry them straight from the freezer.
Ingredient Swap Ideas
No bacon or feeding vegetarians Increase spinach or add sautéed mushrooms for a savory boost. Out of cheddar Try pepper jack or gouda for a different spin. Panko can be swapped for crushed unsweetened cornflakes if that is what you have on hand for crunch.
Serving Suggestions
Pair with cool ranch, honey mustard, buffalo sauce, or even a bold cheese dip for a snack platter that will be polished off fast. These are great as a festive appetizer or even tucked in a lunchbox.
A Bite of History
Macaroni and cheese's journey to finger food is pure American ingenuity. These poppers blend two favorites crispy fried snacks and comfort food pasta for a party hit in any decade.
Save Serve with your favorite dip and watch them disappear. These poppers always add a cozy wow moment to the party spread.
Kitchen Guide
- → Can I make these poppers without bacon?
Yes, simply omit the bacon and increase the spinach for a vegetarian-friendly version.
- → What dipping sauces pair well with these poppers?
They go great with ranch, honey mustard, spicy mayo, or your favorite cheese dip.
- → Can the poppers be baked instead of fried?
Absolutely. Bake at 425°F (220°C) for 15–18 minutes for a lighter outcome.
- → Can I make these ahead and freeze them?
Yes, assemble, coat, and freeze poppers. Fry or bake them directly from the freezer when needed.
- → How do I ensure the filling stays creamy?
Chill the mixture thoroughly before shaping and be careful not to overcook when frying or baking.
- → Are there ways to add extra flavor?
Try adding cayenne, different cheeses, or herbs to enhance the taste profile.