
This dreamy loaded scalloped potato recipe transforms humble spuds into an indulgent, crowd-pleasing masterpiece that's become my go-to for holiday gatherings and Sunday family dinners. The layers of thinly sliced potatoes bathed in a rich cream sauce, studded with crispy bacon, caramelized onions, and melty cheese create something truly magical that disappears quickly no matter how much I make.
I developed this recipe after years of disappointing scalloped potatoes that were either too dry or lacked flavor. After countless testing sessions with my family serving as willing taste-testers, this version finally earned the coveted "please make this again" status that's reserved for only our absolute favorites.
Ingredients
- 3 pounds potatoes, thinly sliced: Use Yukon Gold for buttery flavor and creamy texture or russets for a fluffier result. Look for firm potatoes without green spots.
- 2 medium onions, thinly sliced: Sweet onions like Vidalia work beautifully here as they caramelize more readily and add natural sweetness.
- 12 ounces meat bacon: Choose thick-cut for hearty bites throughout the dish. Center-cut offers less fat if you prefer a slightly lighter version.
- 8 ounces cheese: I recommend a blend of sharp cheddar for flavor and Gruyere for melting quality. Freshly grated cheese melts much better than pre-shredded varieties with anti-caking agents.
- Salt and freshly ground black pepper: Use kosher salt for better distribution and control of seasoning.
For the Cream Sauce
- 2 tablespoons extra virgin olive oil: Use a good quality oil as it forms the foundation of your caramelized onions.
- 4 tablespoons unsalted butter: The fat content in butter creates a richer roux than margarine ever could.
- 4 tablespoons all-purpose flour: This thickening agent creates the perfect consistency for your sauce to coat the potatoes without becoming gluey.
- 3 cups whole milk: Full-fat milk creates the creamiest sauce. Avoid substituting lower-fat versions which can result in a thinner, less satisfying sauce.
Step-by-Step Instructions
- Preparation:
- Preheat your oven to 350°F and prepare your baking dish. Take a moment to butter your 9x13 baking dish thoroughly to prevent sticking. Slice your potatoes to a uniform 1/8-inch thickness using a mandoline if available. This consistent thickness ensures every potato slice cooks at the same rate avoiding the dreaded combination of mushy and crunchy potatoes in the same dish.
- Caramelize The Onions:
- Heat olive oil in a medium skillet over medium heat until it shimmers but doesn't smoke. Add your thinly sliced onions with a pinch of salt and pepper, which helps draw out moisture. Cook patiently for about 20 minutes, stirring occasionally but not constantly. Look for that deep golden brown color that signals their sugars have developed fully. The onions should reduce significantly in volume and become intensely flavorful. Their sweetness will balance the savory elements in the dish beautifully.
- Prepare The Bacon:
- While your onions work their magic, cook the bacon until perfectly crisp. You can use a separate pan on the stovetop or bake it in a 400°F oven for 15-20 minutes on a parchment-lined baking sheet for easier cleanup. Allow the bacon to cool slightly on paper towels to absorb excess grease, then crumble it into bite-sized pieces. Save a small portion for garnishing the top if desired.
- Create The Cream Sauce:
- In a clean saucepan, melt the butter over medium heat until it foams slightly but doesn't brown. Sprinkle the flour evenly over the melted butter and whisk immediately and continuously to form a smooth paste or roux. Continue cooking and whisking for 2 minutes to cook out the raw flour taste. The mixture should smell slightly nutty. Now comes the crucial step pour the milk in a slow, steady stream while whisking vigorously to prevent lumps from forming. Continue whisking until the mixture comes to a gentle simmer and thickens enough to coat the back of a spoon, about 2-3 minutes. Season with salt and freshly ground black pepper to taste.
- Layer The Ingredients:
- Begin building your masterpiece by arranging half of your sliced potatoes in an even layer in the prepared baking dish, slightly overlapping them for structural integrity. Distribute half of your caramelized onions evenly over the potatoes, followed by half of the crumbled bacon. Sprinkle half of your shredded cheese blend over the bacon layer. Pour half of your warm cream sauce evenly over everything, allowing it to seep down between the potato slices. Repeat this exact layering process with your remaining ingredients, finishing with a generous layer of cheese on top which will create that coveted golden brown crust.
- Bake To Perfection:
- Cover the dish tightly with aluminum foil, which traps steam and helps cook the potatoes through without over-browning the top. Bake covered for 1 hour in your preheated oven. After this initial cooking period, remove the foil and continue baking for an additional 30 minutes. Watch for that gorgeous golden-brown surface and bubbling edges that signal perfection. Test doneness by inserting a knife or fork into the center the potatoes should yield easily with no resistance.
- Rest Before Serving:
- Exercise patience for these final 10 minutes. Allow the dish to rest before serving, which accomplishes two important things it allows the bubbling sauce to thicken slightly and makes portioning much easier. The resting period also prevents burnt mouths from overeager sampling.

The first time I made this recipe was for my father-in-law's birthday dinner, and it's now the dish he specifically requests every year. There's something incredibly satisfying about watching someone take that first bite and seeing their eyes close in appreciation. The caramelized onions are my secret weapon their natural sweetness balances the richness of the cream and cheese perfectly.

Recipe FAQs
- → Can I prepare loaded scalloped potatoes ahead of time?
Yes! You can assemble the entire dish up to 24 hours in advance and refrigerate it covered. When ready to bake, allow the dish to sit at room temperature for 30 minutes, then follow the regular baking instructions. You may need to add 10-15 minutes to the covered baking time if the dish is still cold.
- → What's the best way to slice potatoes evenly?
A mandoline slicer is the ideal tool for achieving uniformly thin potato slices (about 1/8-inch thick). This ensures even cooking and consistent texture throughout the dish. If you don't have a mandoline, use a very sharp chef's knife and take your time to cut slices as evenly as possible.
- → Can I make this dish vegetarian?
Absolutely! Simply omit the bacon and consider adding extra caramelized onions or sautéed mushrooms for additional flavor. You might also add a pinch of smoked paprika to mimic some of the smokiness that bacon provides. The cheese and cream sauce will still create a delicious vegetarian version.
- → Why is my sauce lumpy and how can I fix it?
Lumps typically form when the milk is added too quickly to the roux (butter-flour mixture). To prevent this, make sure to whisk continuously and add the milk very gradually at first. If you do get lumps, keep whisking vigorously or transfer the sauce to a blender for a few seconds. Straining the sauce through a fine-mesh sieve is another solution for removing persistent lumps.
- → How do I know when the potatoes are fully cooked?
The potatoes should be fork-tender when done. Insert a fork or paring knife into the center of the dish - it should slide easily through the potato layers without resistance. If you encounter any firmness, continue baking for 5-10 minute intervals until tender. The total baking time can vary depending on how thinly the potatoes were sliced.
- → What sides pair well with loaded scalloped potatoes?
This rich dish pairs beautifully with lighter sides like a simple green salad with vinaigrette, roasted asparagus, or steamed broccoli. For protein, consider serving alongside roast chicken, grilled steak, or baked ham. The scalloped potatoes also make an excellent addition to holiday meals alongside traditional favorites.