In a large pan, cook bacon until browned and somewhat crisp.
Remove bacon from fat and drain on paper towel. Set aside.
Drain fat from pan and wipe out pan with a paper towel.
Return the pan to the stove and melt ⅓ cup butter over medium heat (alternatively, you could use ⅓ cup drained bacon fat).
Add flour and stir until combined. Cook 1 minute.
Add milk, 1 cup at a time, whisking after each addition until smooth and thickened.
Add Fuller's Sugarhouse Pure Maple Syrup, salt, red pepper flakes, cooked bacon and 1 cup shredded cheese.
Stir until melted and combined. Set sauce aside while you prepare macaroni.
Preheat oven to 350 degrees F.
Cook pasta according to directions on box. Drain.
Combine drained macaroni into sauce in the same pot and mix thoroughly.
Pour mixture into a greased 2 quart casserole dish or a 9″x9″ pan. Top with remaining shredded cheese.
Bake for 20-25 minutes until pasta and sauce are hot and bubbling.
Finish under the broiler for 2-3 minutes until cheese is lightly browned.