Preheat the oven to 375 degrees. Spray a 9 x 13 baking dish with cooking spray.

Cook the pasta noodles according to the package directions. Drain and pour into the baking dish.

Cook the bacon in a medium skillet until it is browned on both sides. Remove from the skillet and drain on paper towels.

Pour 1 tablespoon of bacon grease into a large saucepan. Heat over medium heat. Add in the shallots and sauté for 3 minutes. Add in the garlic and cook for an additional minute.

Pour the flour into the pan and mix well to blend.

Slowly add in the milk a little at a time, stirring with a whisk until blended. Cook over medium heat for 5 minutes, stirring constantly, until thickened.

Reduce heat to low and immediately stir in the cream cheese, mixing until it is completely blended. Add in the other cheeses and stir until combined. Sprinkle in the salt, pepper, and nutmeg and mix well.

Crumble the bacon and add to the cheese sauce.

Pour the cheese sauce over top of the elbow macaroni and stir until combined. Set aside.

Melt the butter for the topping for 30 seconds in the microwave. Stir in the garlic cloves, salt, pepper, paprika, and breadcrumbs. The mixture should be crumbly.

Sprinkle the topping over top of the macaroni and cheese. Put in the oven and bake for 30 minutes.