Mac and Cheese Bacon Spinach (Printable)

Crispy poppers with creamy macaroni, bacon, and spinach—ideal as savory bites for gatherings.

# What You'll Need:

→ Pasta

01 - 1 cup uncooked elbow macaroni

→ Cheese Sauce

02 - 1 and 1/2 cups shredded sharp cheddar cheese
03 - 1/2 cup whole milk
04 - 2 tablespoons unsalted butter
05 - 1 tablespoon all-purpose flour
06 - 1/4 teaspoon ground black pepper
07 - 1/4 teaspoon salt

→ Bacon and Spinach

08 - 6 slices bacon, cooked and finely chopped
09 - 1 cup fresh spinach, finely chopped

→ Coating

10 - 1 cup all-purpose flour
11 - 2 large eggs
12 - 1 cup panko breadcrumbs
13 - 1/2 teaspoon paprika
14 - 1/2 teaspoon garlic powder
15 - Vegetable oil, for frying

# Method:

01 - Bring a large pot of salted water to a boil. Add the elbow macaroni and cook until al dente, following package instructions. Drain thoroughly and set aside.
02 - In a medium saucepan over medium heat, melt the butter. Sprinkle in the flour, whisking constantly for 1 minute until smooth. Gradually pour in the milk, whisking continuously, and cook for about 2 minutes until the sauce thickens.
03 - Lower the heat to low and add shredded cheddar, salt, and black pepper to the saucepan. Stir until the cheese melts and the sauce is smooth.
04 - Fold the cooked macaroni, chopped bacon, and finely chopped spinach into the cheese sauce. Stir thoroughly until all ingredients are evenly distributed.
05 - Transfer the mixture onto a parchment-lined baking sheet. Spread into an even layer and allow to cool. Refrigerate for 30 minutes to firm the mixture.
06 - Once firm, portion and shape the chilled mixture into balls about 1.5 inches in diameter.
07 - Set up three shallow bowls: one with all-purpose flour, one with beaten eggs, and one with panko breadcrumbs mixed with paprika and garlic powder.
08 - Roll each ball first in flour, then dip in egg, and finally coat evenly with the seasoned panko breadcrumbs.
09 - Pour enough vegetable oil into a deep skillet or pot to reach a depth of 2 inches. Heat oil to 350°F. Fry the coated balls in small batches for 2 to 3 minutes, turning as needed, until golden brown and crisp. Remove with a slotted spoon and transfer to a paper towel-lined plate.
10 - Serve the poppers warm with your preferred dipping sauce.

# Expert Advice:

01 -
  • Crowd favorite for parties and game nights
  • Great way to use up leftover cooked pasta
  • Freezer friendly and make-ahead ready for stress-free entertaining
  • Built for flavor and crunch in every bite
02 -
  • Filled with gooey cheese and smoky bacon in every bite
  • Crispy coating locks in creamy macaroni for perfect texture contrast
  • Freezes beautifully for grab-and-go snacks or last-minute guests
03 -
  • Do not skip chilling the filling or your poppers will fall apart while shaping
  • Use your hands to gently but firmly form each ball and double dip in panko if you like an extra crispy exterior
  • Play with cheese blends for different moods sharp cheddar and mozzarella for stretch or gouda for smoky depth
Return