Worlds Best Gluten Free Mac & Cheese with Cornflake Bacon Crust (Egg /Nut Free)

mac & cheese

This recipe has been made for over 25  years!! It is really really special and really really good!

My mother in law - Rosemary who I love and adore so much is a really great cook and she made this mac and cheese for my husband Rich and his sister through most of their childhood. It was a holiday staple for them. She also made it in huge batches to freeze in individual servings which was everyones favorite thing.

Almost 10 years ago when my then boyfriend brought me to meet her in Atlanta for the first time I was introduced to this glorious mac and cheese..and it was something I had to learn how to make.

So learn I did and for the first few years I followed Rosemary's recipe exactly. Then..after being heavily exposed to lead at a job I ended up very sick with Hashimotos disease and was put on the path of learning how to cook gluten free.  Naturally this mac and cheese was one of the first things I taught myself how to make all over again with a lot of trial and error.

This recipe is sacred to our family and for that reason I never felt right about posting it. Dumb..I know. But it felt special having this one kept secret.

I cant keep my secret any longer should all get to experience this recipe this holiday season. If you can have gluten free rice noodles and MUST make it.

Every year that I made this mac & cheese I experimented with new ideas and have slowly brought it to and even more insane level of incredible. Adding the crushed Buttery cornflakes to the topping, and a bit of spicy cheese were my personal touch as well as amping up the spices.

This recipe is a very large batch. You'll use three bags of pasta- but once you get a taste you will completely understand why. Just like my Mother in law does you can freeze smaller portions of it - if you don't have a crowd to serve. Or of course you can cut the recipe in half ..but I say go for it. Make it all. You won't regret it.

Also DO NOT make any substitutions. Its PERFECT in every way. This is many many years of trial and error in the making. You need to experience it exactly as I created it to be 🙂

Worlds Best Gluten Free Mac & Cheese with Cornflake Bacon Crust (Egg /Nut Free)


  • 3 Bags of Tinkyada Brown Rice Penne
  • 1 Package of Bacon
  • Cheese Sauce
  • 12 Tbsp of Salted Butter
  • 1 ½ Large Onions Finely Chopped
  • 3 ½ Tsp. Salt
  • 2 Tsp. Cayenne Pepper
  • 1 ½ Tsp. Black Pepper
  • 8 Tbsp Sorghum Flour
  • 5 Tbsp Tapioca or Arrowroot Starch
  • 3 ½ - 3 3/4 Cups of Heavy Cream (If its super thick at the extra 1/4 cup)
  • 3 Cups of 2% Milk
  • 8 Cups Orange Shredded Sharp Cheddar Cheese
  • 2 Cups Shredded Pepperjack and or Jalapeno flavored cheese
  • 1 Cup Romano or Parmesan Cheese
  • Topping
  • 4 cups Corn Flakes Crushed
  • 3 Tbsp Melted Butter or Bacon Fat


  1. Cook Noodles in large pot until Al Dente. Rinse well with cold water and set aside.
  2. Put bacon in the oven in a pan and bake at 350 degrees for 20-30 minutes until perfectly crispy.
  3. Meanwhile Saute onions in the butter over medium heat until almost caramelized (this may take about 15 minutes) Add Spices the last 5 minutes. Note: Be sure not the turn the heat up too high or the butter may burn.
  4. Stir in the flour and starch to make a quick roux. Then Quickly begin to start whisking in the cream and milk. Stirring out all the flour lumps.
  5. Slowly add in all the shredded cheese a few cups at a time. Keeping the heat low and whisking nonstop until all the cheese has melted.
  6. Stir the noodles and cheese sauce together and pour into a large oven safe casserole dish.
  7. Remove excess oil from the cooked bacon, crumble it and sprinkle on top of the casserole (and or mix in).
  8. Crush the corn flakes and stir into them the 3 tbsp of melted butter or melted bacon fat (from the pan of bacon)
  9. Sprinkle the crumbs all over the casserole.
  10. At this point the mac and cheese can be covered and placed in the fridge for 1-2 days in advance or can be baked immediately.
  11. Before serving place is a 375 degree oven for 30 minutes to an hour or so (depending on if the mac and cheese was in the fridge overnight- if so it may need over and hour) Keep the mac and cheese covered in the oven with tinfoil or a lid until the last 15-20 minutes then remove so that the top can get crispy (but don’t keep it uncovered too long or it may burn)
  12. You know the casserole is done when the edges of the dish are bubbling and the top is golden and crispy.


*Note: The cheese sauce may taste a little salty at first- but once it is combined with the noodles and they soak up a lot of the flavor it will taste absolutely perfect! We ALWAYS make the mac and cheese the day before and stick it in the fridge and bake the day of. SO the noodles really soak up the flavor! If you are eating the dish the day you make it- use only 3 Tsp’s of salt.


Brittany Angell

10 comments | Leave your own

  1. Mary

    What corn flakes do you use for gluten free?
    This looks amazing.

  2. Maritza

    I know you clearly state no substitutions, but over here in Africa, I have never seen sorghum flour. Can I just increase the arrowroot//tapioca?

  3. Tara

    Brittany, how many does this feed? I’m going to a pot luck and I’m wondering if this will be enough or if I should double it?

  4. Jacqueline Young

    Hi Brittany,

    I am making this for an Easter Day side. Is there a substitution for the pepperjack cheese? If too spicy, I am afraid some will not enjoy and they’re all mac & cheese lovers.

    Thanks much.

  5. Jacqueline Young

    Also, if I use regular macs and not gluten free will it still turn out ok? Thanks again…

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