• ▢ 3 packed cups cavatappi pasta see note 1
• ▢ 1 tablespoon unsalted butter

• ▢ 4 slices thick-sliced bacon or 8 regular slices, diced
• ▢ 3 to 6 tablespoons finely minced jalapeño see note 2
• ▢ 1 tablespoon minced garlic 3 cloves
• ▢ 1 teaspoon garlic powder
• ▢ 1 teaspoon onion powder
• ▢ 1/2 teaspoon paprika
• ▢ 4 tablespoons unsalted butter
• ▢ 1/3 cup flour
• ▢ 2 (12-ounce) cans evaporated milk or 3 cups whole milk
• ▢ 4 ounces cream cheese full-fat, brick-style
• ▢ 2 cups freshly shredded Cheddar cheese sharp or extra-sharp, see note 3
• ▢ 1 cup freshly shredded pepper-Jack cheese
• ▢ Salt and pepper

• ▢ 2/3 cup panko breadcrumbs see note 4
• ▢ 2 tablespoons unsalted butter melted
• ▢ 1 jalapeño optional, for topping

• Bring a large pot of water to a rolling boil. Once boiling, generously salt the water until it tastes like the ocean. Add the pasta and cook according to package directions, subtracting 1 minute from the minimum cooking time to ensure it remains slightly al dente. Drain the pasta thoroughly, shaking off any excess water, and immediately add it back to the empty pot. Add the butter and gently stir until the butter is completely melted and coats every strand of pasta. Set the buttered pasta aside to cool slightly while you prepare the sauce. Meanwhile, preheat your oven to 350°F (175°C).
• Meanwhile, dice the thick-sliced bacon into small, even pieces. Cook the diced bacon over medium-high heat in a large, heavy-bottomed pot (this will be the same pot we use for the cheese sauce). Stir occasionally until the bacon is perfectly golden brown and crispy. Using a slotted spoon, carefully remove the cooked bacon onto a paper-towel-lined plate to drain excess fat. Leave approximately 1 tablespoon of the rendered bacon grease in the pot – this forms the flavorful foundation of our sauce.
• Reduce the heat under the pot to medium. Add the finely minced jalapeños to the bacon grease and sauté for 1–2 minutes, allowing them to soften slightly and release their signature aroma. Next, add the minced garlic, paprika, garlic powder, and onion powder to the pot. Season generously to taste with salt and black pepper; I recommend starting with about 1 teaspoon of salt and ½ teaspoon of pepper, then adjust later. Continue to sauté for just 30 seconds more, or until the spices become wonderfully fragrant. Add the 4 tablespoons of unsalted butter to the pot. Once the butter is fully melted, sprinkle in the flour. Whisk constantly for 1 minute, creating a smooth roux and cooking out any raw flour taste. While still whisking, slowly pour in the evaporated milk (or whole milk) in a gradual, steady stream. This slow addition helps prevent lumps and allows the sauce to thicken evenly. Continue to cook and stir for 5–7 minutes, or until the sauce has properly thickened and coats the back of a spoon.
• While your sauce is thickening on the stovetop, prepare the cream cheese. Unwrap the brick of full-fat cream cheese and place it in a microwave-safe bowl. Microwave for 10 seconds, then flip it over. Microwave for another 10 seconds. Flip it once more and microwave briefly again if needed, until the cream cheese is very soft and pliable. This step ensures it will melt seamlessly into your sauce.
• Add the softened cream cheese to the thickened sauce in the pot. Whisk briskly and continuously until the cream cheese is completely integrated, resulting in a perfectly smooth and luxurious sauce. Remove the pot from the heat. Now, stir in the freshly shredded Cheddar cheese and pepper-Jack cheese. Continue stirring until the cheeses are mostly melted and well-combined. It’s absolutely fine if a few small cheese strands remain; they will fully melt and become gooey during the baking process!
• For an optional, but highly recommended, crispy Panko topping: Meanwhile, melt 2 tablespoons of unsalted butter in a medium pan over medium heat. Add the panko breadcrumbs and a pinch of salt to taste (I typically add about ¼ teaspoon). Stir constantly to coat the breadcrumbs evenly in the butter. Continue cooking for a few minutes until the panko crumbs become beautifully golden brown and delightfully crispy. Remove from heat and set aside.
• Pour the rich cheese sauce over the cooked pasta, making sure to scrape every last bit of that delicious sauce from the pot. Don’t be alarmed if it seems incredibly saucy at this stage; this generous amount of sauce is what keeps the mac and cheese from drying out during baking. Add in the reserved crispy bacon bits. Give everything a quick but thorough stir to combine, then take a small taste test – add more salt or pepper if needed to achieve your desired flavor balance. Transfer the entire creamy mixture into the lightly greased 9×9-inch baking pan. Sprinkle the prepared golden Panko topping evenly over the pasta. If you like, arrange a few thinly sliced fresh jalapeño rings on top for an extra burst of color and a fresh, mild kick. Bake for 10–15 minutes, or until the edges are slightly bubbly and thickened, and the topping is a beautiful light golden brown. It’s crucial not to overbake, as this will cause the cheese sauce to dry out and lose its creamy consistency. Remove from the oven and serve immediately, allowing everyone to savor this ultimate comfort food experience! Enjoy every delicious, cheesy, and spicy bite!

Note 2: Customizing the Spice Level (Jalapeños)
The beauty of this recipe is its adaptability to your preferred spice level. For a milder mac and cheese, be sure to remove all the seeds and white ribs from your jalapeños before mincing, as these parts contain most of the capsaicin (the compound responsible for heat). When making this for children or those sensitive to spice, I typically use 3 tablespoons of very finely diced jalapeño with all seeds and ribs removed, which results in a fairly mild, pleasant warmth. To increase the heat, leave some or all of the seeds and ribs intact. For an extra fiery kick, you can also add a small pinch of cayenne pepper to the sauce along with the other seasonings. If you want to significantly reduce the spice, use even less jalapeño, or swap some of the fresh jalapeño for canned mild green chiles, and consider using Monterey Jack or mozzarella cheese instead of Pepper Jack.

Note 3: The Importance of Freshly Shredded Cheese
For the absolute creamiest and most decadent mac and cheese, freshly shred your cheese from blocks. Whether you choose white sharp or yellow sharp Cheddar, both will provide a rich, tangy flavor and perform equally well in this recipe. For an even more intense Cheddar flavor, I highly recommend Tillamook’s extra-sharp Cheddar. The critical reason for shredding your own cheese is that pre-shredded varieties often contain cellulose or other anti-caking agents. These additives prevent the cheese from clumping in the bag but also inhibit it from melting smoothly in a sauce, often leading to a grainy or clumpy texture. Taking the extra step to grate your own cheese ensures a silky, velvety sauce and helps prevent the mac and cheese from becoming oily or greasy. A food processor with a grating attachment can make this task quick and effortless.

Note 4: Why Panko Breadcrumbs Make a Difference
Panko breadcrumbs are a Japanese-style breadcrumb known for their light, airy, and flaky texture. Unlike traditional breadcrumbs, Panko is made from bread without crusts, resulting in a coarser grind and larger crumbs. When toasted in butter, these larger crumbs absorb less oil and become incredibly crisp and golden, creating a superior crunchy topping for baked dishes like this mac and cheese. You can typically find Panko breadcrumbs in the baking aisle near other breadcrumbs or in the Asian food section of most grocery stores. Their unique texture is worth seeking out for that perfect crispy contrast.

Note 5: The “Wooden Spoon Test” for Sauce Thickness
Knowing when your cheese sauce has thickened sufficiently is crucial for a successful mac and cheese. The sauce should be thick enough to coat the back of a wooden spoon. To perform the “wooden spoon test,” stir the sauce well, then lift the spoon from the pot. Immediately trace a clear line across the back of the spoon with your fingertip. If the line holds its shape and leaves a distinct track, the sauce is thick enough. If the sauce runs back into the line quickly, it needs to be cooked a bit longer, continuing to whisk frequently until the desired consistency is achieved. This ensures your mac and cheese will be wonderfully creamy, not watery.

Storage for Optimal Enjoyment: While leftovers are delicious, this Jalapeño Popper Mac and Cheese is truly at its peak when enjoyed fresh from the oven. If you do have leftovers, store them in an airtight container in the refrigerator for up to 3-4 days. As mentioned, mac and cheese is generally not a good candidate for freezing due to the tendency of the cheese sauce to separate and the pasta to become mushy after thawing.

Nutrition