Fancy-Schmancy Macaroni & Cheese


If you’ve read my blog in the past, you know that I have some very picky eaters that I tend to cook for.  Most of the time, I can’t put the “good stuff” in dishes like macaroni and cheese or mashed potatoes.  Well, last night, that all changed.  I began scheming sometime around noon, knowing that it was just me and my husband for dinner.  W wanted steak, and I wanted to make macaroni and cheese, but I wanted to make it somehow special.  This combination of caramelized red onions, crispy bacon, lovely cheese, along with some delectable truffle oil, made for a rich and creamy baked macaroni that is decidedly adult.


  • 1 red onion, sliced thinly
  • 2 cloves garlic, minced
  • 6 slices of bacon
  • 8 oz. dried pasta (I used trottole), cooked one minute shy of done
  • 1/4 cup flour
  • butter, 1/4 cup for the sauce, 1 Tbsp for the onions
  • 1 cup cream
  • 1 cup milk
  • sea salt and freshly ground pepper
  • 2.5 cups cheese (I used aged white cheddar, gruyere, gorgonzola, and sharp cheddar)
  • Parmiggiano reggiano
  • Truffle oil



Preheat your oven to 375 degree F.

Cook the macaroni according to the package directions, drain, and set aside.

Fry the bacon until just barely crisp in a cast iron pan.  When cooked to your preference, drain the bacon on some paper towels and chop.  Reserve the bacon grease for another use.  Wipe out the pan.

Heat 1 Tbsp butter along with 1 Tbsp bacon grease until hot.  Add the onions and cook until golden and crispy, about 15 minutes.

Melt the 1/4 cup butter over medium heat.  Whisk together with flour until there are no lumps and it begins to turn into a lovely roux.  Slowly add the milk, whisking the whole time. 

Add the cheese, whisking constantly until it melts.  Add salt to taste.  Add in half of the chopped bacon and half of the caramelized onions, saving the rest to sprinkle on top.

adultmacncheeseCombine the cooked pasta with the cheese sauce, and place in a baking dish.  Sprinkle the rest of the onions and bacon along the top.  Add pepper and drizzle with about a Tbsp of the truffle oil.

Bake for about 30 minutes, or until the cheese is bubbly and the onions start to brown up a bit.

Serve with a nice Boneless Ribeye and some steamed green beans.



  • comment-avatar
    Heather January 22, 2010 (8:42 am)

    Wait wait wait?

    Bacon, onions and cheese? With pasta?

    Freak me you should name this Holy Trinity Mac!

  • comment-avatar
    Jeff January 26, 2010 (10:27 am)

    Picky eaters?? Come on sweetie you should know by now just hide the ingredients in there and adamantly deny deny deny.

    Mac and cheese is my favorite oh dear god I have how much unused cheese and I really want to stop my heart.

    p.s. put in fridge for next day, cover in bread crumbs, deep fry for delicious death. :love:

  • comment-avatar
    Lauren January 26, 2010 (3:00 pm)

    Heather – I kinda like the ring of that. 😉

    Jeff – Caramelized onions and bacon are super hard to hide, even in all of that cheese. Bacon, however, is one of my BIL’s 5 food groups. 😉

    Will definitely fry my mac-n-cheese next time!

  • comment-avatar
    Leslie March 11, 2010 (3:31 pm)

    WOW is all I can say!

  • comment-avatar
    Lauren March 12, 2010 (7:55 pm)

    Leslie, did you try it?

  • comment-avatar
    jonathan June 20, 2010 (9:56 am)

    looks great!