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Preheat oven to 350°F. Melt 2 tablespoons butter. In a medium bowl, combine crumbled bacon, breadcrumbs, Parmesan cheese and melted butter; set aside.
Cook the macaroni according to package directions; drain and set aside. In a 9-inch cast iron skillet melt remaining 3 tablespoons butter over medium heat. Stir in flour, paprika, salt and pepper. Add milk all at once. Cook and stir until thickened and bubbly. Reduce heat to low. Add cheese; stir until cheese melts.
Stir cooked macaroni into skillet with the sauce. Top evenly with the breadcrumb mixture. Bake, uncovered, 30 minutes or until golden and bubbly.