
These Loaded Scalloped Potatoes transform a classic comfort dish into something extraordinary. Rich, creamy sauce blankets layers of tender potatoes, while crispy bacon, caramelized onions, and melty cheese create an irresistible combination that elevates this side dish to main event status.
I first made these potatoes for a family Christmas dinner when I wanted something more impressive than regular mashed potatoes. The dish disappeared within minutes, and now my family specifically requests these "fancy potatoes" for every holiday meal.
Ingredients
- Extra virgin olive oil: for developing deep caramelized flavor in the onions
- Medium onions: thinly sliced to ensure they melt into the dish
- Bacon: cooked until perfectly crisp for texture contrast
- Unsalted butter: forms the base of your roux allowing you to control salt levels
- All purpose flour: thickens the sauce without adding additional flavor
- Whole milk: creates the rich creamy base; look for full fat for best results
- Yukon or russet potatoes: thinly sliced; choose Yukons for buttery flavor or russets for fluffy texture
- Sharp cheddar and Gruyere cheese: combination provides ideal balance of sharpness and meltability
- Salt and pepper: for seasoning at every layer builds depth of flavor
Step-by-Step Instructions
- Prepare the Baking Dish:
- Start by preheating your oven to 350°F. Take a moment to thoroughly butter your baking dish, ensuring you reach all corners and sides. This prevents sticking and adds another layer of rich flavor to the edges of your potatoes.
- Caramelize the Onions:
- Heat olive oil in a skillet over medium heat until it shimmers. Add your thinly sliced onions with a pinch of salt and pepper. Cook them slowly, stirring occasionally but not constantly for about 25 minutes. The onions should gradually transform from white to golden to a deep caramel color. Patience here is crucial as properly caramelized onions develop sweet complex flavors that balance the richness of the dish.
- Prepare the Bacon:
- While the onions caramelize, cook your bacon until perfectly crisp. You can either use the same skillet after removing the onions or bake the bacon in the oven on a sheet pan at 400°F for about 15 minutes. Once cooked, drain on paper towels, allow to cool slightly, then crumble into bite sized pieces. The bacon adds smoky, salty notes that complement the sweetness of the onions.
- Make the Cream Sauce:
- Melt butter in a clean skillet over medium heat. Once melted, sprinkle flour evenly over the surface and whisk immediately to create a smooth paste. Continue cooking this roux for exactly 2 minutes, whisking constantly to cook out the raw flour taste. Slowly pour in the milk in a steady stream while whisking vigorously to prevent lumps. Bring the mixture to a gentle simmer, watching as it thickens enough to coat the back of a spoon. This velvety sauce will surround your potatoes with creamy goodness.
- Layer the Ingredients:
- Create your first layer by arranging half the potato slices in an overlapping pattern in your prepared baking dish. Distribute half the caramelized onions evenly over the potatoes, followed by half the crumbled bacon. Sprinkle half your cheese blend over the bacon, then pour half the cream sauce so it seeps between the potato slices. Repeat with remaining ingredients, creating a second identical layer.
- Bake to Perfection:
- Cover the dish tightly with foil and bake for exactly 1 hour. The foil traps steam, helping cook the potatoes through without over-browning the top. Remove the foil and continue baking for 30 minutes until the top becomes golden brown and bubbling, and the potatoes are fork tender. Let the dish rest for 10 minutes before serving to allow the sauce to set slightly.

The caramelized onions are truly the secret weapon in this recipe. I once tried to rush them by cooking at higher heat, and while the dish was still good, it lacked that deep, sweet complexity that makes these potatoes truly special. Now I start the onions first and let them cook slowly while I prep everything else.
Making Ahead
These potatoes are perfect for busy entertaining because you can prepare them entirely the day before. Assemble the dish, cover tightly with foil, and refrigerate overnight. When ready to bake, place the cold dish in the oven as it preheats to prevent thermal shock to your baking dish. Add about 15 minutes to the covered baking time to account for the chilled ingredients. This make-ahead option actually improves the flavor as the ingredients have time to meld together.
Perfect Potato Slices
The key to evenly cooked scalloped potatoes lies in consistent, thin slicing. A mandoline makes quick work of this task, producing uniform slices about 1/8-inch thick. If using a knife, take your time and try to maintain consistent thickness. Before slicing, scrub potatoes thoroughly but leave the skins on for rustic texture and added nutrition. If using Yukon Golds, their naturally waxy texture holds up beautifully during baking, while russets will create a fluffier result. Either way, avoid rinsing the sliced potatoes as the surface starch helps thicken the sauce.
Serving Suggestions
These loaded scalloped potatoes pair beautifully with simple protein choices that won't compete with their robust flavor. Serve alongside a simple roasted chicken, grilled steak, or baked ham for a memorable meal. For a complete dinner, add a crisp green salad dressed with a bright vinaigrette to balance the richness of the potatoes. While technically a side dish, these potatoes are substantial enough to serve as a vegetarian main course when paired with a hearty salad and crusty bread. The leftovers make an incredible breakfast when topped with a fried egg.
Frequently Asked Questions
- → Can I use a different type of cheese?
Absolutely! While a mix of cheddar and Gruyere works great, you can use any melting cheese like mozzarella, Monterey Jack, or Swiss.
- → What potatoes work best for this dish?
Yukon Gold or russet potatoes are ideal as they provide a creamy texture and hold their shape well when baked.
- → Can I make this dish ahead of time?
Yes, you can assemble it the day before, refrigerate, and bake it when ready. Allow it to come to room temperature before baking.
- → Can I make it vegetarian?
You can skip the bacon and add mushrooms or roasted vegetables for an equally delicious vegetarian option.
- → What should I serve with this dish?
It pairs wonderfully with roasted meats, grilled chicken, or a fresh green salad to balance the richness.