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Caramelized Onion Macaroni & Cheese

 Caramelized Onion Macaroni & Cheese - Mac & Cheese Chick

It all started at Costco. In affairs of cheese, it either starts at Costco or my local cheese shop. There doesn’t seem to be much middle ground.

Anyway, Costco. We are there on a Saturday, because that is when all the samples are out and the hubs firmly believes that samples eaten at Costco don’t count. Not calorically, not fat- or sodium-wise; any nutritional detriment simply ceases to exist outside the walls of Costco. In real life, he scoffs and turns his nose up at fried mozzarella sticks, then runs some wind-sprints outside. In Costco, they disappear down his gullet before you can snap your fingers. Poof! Gone.

Anyway, Costco. (I promise to stay on track this time.) The cheese aisle always holds a sense of wonderment for me, and today was no exception. I left with five new cheeses to try. And believe me, that’s not a large amount for me. One of these cheeses was Yancey’s Fancy Steakhouse Onion Cheddar. Just take a moment and think on that: steakhouse – onion – Cheddar. There was no way on earth I was leaving Costco without this cheese.

Caramelized Onion Macaroni & Cheese - Mac & Cheese Chick

We return home and I pop the wedge of Yancey’s Fancy into my fridge. I refrained from rubbing my hands together while fiendishly laughing *muahahahahahaha* but I was indeed thinking it! So many ideas for a new macaroni and cheese recipe veered through my head…it was too much to process. So I let it (the cheese, and my thoughts) sit overnight. After warning the hubs of severe bodily harm if he touched the cheese.

Caramelized Onion Macaroni & Cheese - Mac & Cheese Chick

Sunday dawned, and it wasn’t just any Sunday, it was Super Bowl Sunday. Super Bowl XLVIII. And our very own Seahawks were in it! Since most of our friends had dismissed us (we weren’t quite rabid enough, as far as fans go, to hang out with), we were on our own for the game. And as much as I wanted to see the game, I didn’t want to sit idly by on the couch. So, with a great view of the television from the kitchen, I cooked.

Caramelized Onion Macaroni & Cheese - Mac & Cheese Chick

Start by caramelizing two onions (recipe here). Once they are cooked, pop them into a bowl and set aside.

Caramelized Onion Macaroni & Cheese - Mac & Cheese Chick

Next, in a large pot cook the Maccheroni al Torchio per package directions and drain, then set aside.

Caramelized Onion Macaroni & Cheese - Mac & Cheese Chick

While the pasta is cooking, shred the cheese (I am not responsible for the bits that went missing. Into my mouth.)

Caramelized Onion Macaroni & Cheese - Mac & Cheese Chick

and strip the thyme leaves from the stems.

Caramelized Onion Macaroni & Cheese - Mac & Cheese Chick

Now is a good time to go ahead and make your bread crumb topping as well. In a small bowl, combine 1/4 cup caramelized onions, 1/2 cup Panko bread crumbs and about 1 tablespoon of fresh thyme. Stir and set aside.

Back to the mac! In the same large pot over medium heat, melt the butter. Once the better is melted, add the flour and whisk like mad, cooking for about a minute. Add the milk next and continue to whisk. Cook the mixture over medium heat until the sauce begins to thicken (about 3 – 5 minutes).

Caramelized Onion Macaroni & Cheese - Mac & Cheese Chick

Add the seasoned salt and seasoned pepper and stir, then add the caramelized onions and stir well to combine.

Add all but the reserved 1/2 cup of Yancey’s Fancy Steakhouse Onion Cheddar cheese and stir until the cheese is melted. Add the pasta and mix until everything is thoroughly incorporated.

Caramelized Onion Macaroni & Cheese - Mac & Cheese Chick

Spoon the mac and cheese into a Pammed loaf pan (or an 8×8 oven-safe pan), top with the reserved 1/2 cup of cheese, then sprinkle with the bread crumb topping. Broil for about a minute (watch it closely!!!), just until the topping begins to brown.

Caramelized Onion Macaroni & Cheese - Mac & Cheese Chick

Remove from the oven and let it sit for five minutes before serving.

Caramelized Onion Macaroni & Cheese - Mac & Cheese Chick

Isn’t it beautiful all decked out in Seahawks colors?

How was it? Well, let me tell you. It was amazing. Like eating mac and cheese onion rings. Or mac and cheese French onion soup. Or, in the words of my taste-testers:

D: “Stroganoff mac and cheese!” (said as she devoured half the plate)

T: “The bomb. Perfect cheese. Perfect texture. Maybe slightly too much caramelized onion as a slight burnt taste. Overall amazing. Mushrooms would be good to make it Stroganoff.”

V: “Umbf ibs goob.” (said around a mouthful of mac and cheese)

I give it four enthusiastic elbows up! Next time, I will add a little olive oil or melted butter into the bread crumb topping mix. And if you don’t like the bold onion-y flavor, definitely decrease the amount of caramelized onions (you could make the recipe using one onion rather than two).

Here is my recipe.

Caramelized Onion Macaroni & Cheese
Recipe type: Main Course, Side Dish
Cuisine: Macaroni & Cheese
Prep time: 
Cook time: 
Total time: 
Serves: 4 as a side dish
Caramelized Onion Macaroni & Cheese
  • 1 batch caramelized onions, divided (reserve ¼ cup for bread crumb topping)
  • 8 ounces Maccheroni al Torchio (or other short dried pasta)
  • 1 pound Yancey's Fancy Steakhouse Onion Cheddar cheese (or any extra-sharp white Cheddar cheese), shredded & divided (reserve ½ cup to top mac & cheese before broiling)
  • 2 tablespoons butter
  • 2 tablespoons flour
  • 2 cups fat-free milk
  • ½ cup Panko bread crumbs
  • 1 teaspoon seasoned salt
  • 1 teaspoon seasoned pepper
  • Fresh thyme, about 1 tablespoon (strip leaves from stems)
  1. Combine ¼ cup caramelized onions, ½ cup Panko bread crumbs and thyme in a small bowl. Mix and set aside.
  2. Heat oven to broil and Pam an oven-safe loaf pan.
  3. In a large pot, cook pasta per package directions. Drain and set aside.
  4. In the same large pot, melt butter. Add flour and whisk, cooking over medium heat, for one minute.
  5. Add milk and continue whisking over medium heat until sauce begins to thicken, about three minutes. Reduce heat to low.
  6. Add seasoned salt, seasoned pepper and caramelized onions and stir to combine.
  7. Add cheese and stir until cheese is melted. Add pasta and mix thoroughly.
  8. Spoon macaroni and cheese into Pammed loaf pan and sprinkle reserved cheese on top. Add bread crumb topping, then broil for one minute.
  9. Remove from oven and allow to sit for five minutes.
  10. Serve and scarf down immediately!
Timing does not include caramelizing onions. If you are caramelizing onions just before preparing this recipe, add 50 minutes to the total time.


Caramelized Onion Macaroni & Cheese - Mac & Cheese Chick

 Go Hawks!




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