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1
Cook the bacon in a heavy large saucepan over medium-high heat until golden brown about 5 minutes;using a slotted spoon transfer the bacon to a plate lined with paper towels and reserve.
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2
Pour off all but 2 tablespoons of bacon drippings.
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3
Add the shallots to the bacon drippings, sprinkle with salt, red pepper flakes & black pepper and saute until translucent about 2 minutes.
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4
Add the garlic and saute for 1 minute.
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5
Reduce the heat to medium-low and stir in the flour.
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6
Cook the flour for 1 minute stirring constantly.
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7
Gradually whisk in the milk and cream, bring the sauce to a simmer over medium heat about 10 minutes.
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8
Reduce the heat to medium-low and gradually add the cheese stirring to blend.
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9
Meanwhile bring a large pot of salted water to a boil over high heat.
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10
Cook the pasta in the boiling salted water for 8 minutes stirring often to prevent it from sticking.
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11
Add the peas and continue boiling until the pasta is tender but still very firm to the bite and the peas are bright green and crisp-tender about 1 minute.
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12
Drain the pasta and peas.
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13
Stir the bacon into the cheese sauce.
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14
Stir the pasta and peas into the cheese sauce.
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15
The sauce will look loose but will continue to thicken once the pasta is added.
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16
If the sauce begins to thicken too much add more milk or cream to thin it to the desired consistency.
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17
Season to taste with salt and pepper.
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18
Butter 8 individual 6-inch-diameter casserole dishes or one 2 1/2-quart casserole dish; transfer the pasta to the buttered casserole dishes.
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19
Sprinkle the parsley over the pasta mixture then stir some of it into the pasta mixture.
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20
Preheat the broiler.
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21
In a small mixing bowl toss the breadcrumbs with the melted butter to coat well.
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22
Season with salt and sprinkle the breadcrumbs evenly over the pasta.
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23
Broil until the topping is golden brown watching closely about 2 minutes.
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24
Let stand at room temperature for 5 minutes before serving.
