French Onion Mac and Cheese combines elbow macaroni and sweet caramelized onions in a creamy Gruyère cheese sauce, all topped with buttered toasted panko breadcrumbs. You are going to love this unique, creamy, and flavorful mac and cheese.

If your family is anything like mine, then they love mac and cheese and caramelized onions. This is the best of both worlds, combining the creamy cheesy goodness with the sweet, nutty, savory flavor of slow-cooked onions.
Ingredient Notes and Substitutions
See the complete list of ingredients on the recipe card below.
- Onions: Use sweet yellow or Vidalia onions.
- Butter: Salted or unsalted. If using salted butter, cut back on the amount of added salt. There is about ¼ teaspoon of salt in a stick of butter.
- Elbows: I like to use the large elbows, but many short pasta shapes work with this recipe, including shells, penne, corkscrew, and cellentani.
- Beef broth: Preferably low-sodium.
- Milk: Whole milk for the creamiest texture
- Gruyèreeeere cheese: A smooth, melting Swiss Cheese with fewer, smaller eyes than Swiss cheese. If it is not available, you can substitute Emmental or Fontina.
- Topping: Toasted panko breadcrumbs, toasted croutons, or Ritz Everything Crackers.

How To Make French Onion Mac and Cheese
This is a summary version; for the complete list of ingredients and instructions, please refer to the recipe card below.
- Caramelize the onions in butter and olive oil in a large skillet over medium-low heat. Remove ½ of the caramelized onions.
- Cook the pasta al dente and drain well.
- Melt a little butter in a skillet. Add the breadcrumbs and brown for a few minutes, over low heat. Add the garlic and cook for a minute.
- Reduce the heat to low on the onions. Sprinkle them with flour and cook for a couple of minutes.
- Slowly add the milk and cook until slightly thickened. Slowly stir in the shredded cheese until melted and smooth. Stir in the cooked pasta.
- Top with the reserved caramelized onions and toasted panko breadcrumbs. Bake for 15-20 minutes.


Preparation Tips for Success
- Caramelizing onions takes time over low to medium heat. It can take up to 45 minutes.
- Be careful not to overcook the pasta. Cook it al dente and drain well. When in doubt, drain it a minute earlier rather than a minute later.
- Cook the onion and flour mixture for 2 minutes to avoid a pasty, floury taste. Stir constantly so the flour does not burn.
- Bake the mac and cheese for only 15-20 minutes, so the pasta stays saucy and cheesy.

More Pasta Recipes

French Onion Mac and Cheese
Ingredients
French Onion Mac and Cheese
- 4 large yellow onions, sliced in half and thinly sliced
- 2 tablespoons butter
- 2 tablespoons olive oil
- 16 ounces large elbows
- 3 tablespoons all-purpose flour
- 2½ cups whole milk
- 14 ounces Gruyere cheese, shredded
- kosher salt to taste
- freshly ground black pepper to taste
Crumb Topping
- 1½ tablespoons butter, unsalted or salted
- ¾ cup Panko breadcrumbs
- 2 cloves garlic, minced
Instructions
- Heat the butter and olive oil in a large ovenproof skillet over medium-low heat. Add the onions and cook for about 45-60 minutes, stirring every few minutes, until they turn rich golden brown. If they are browning too fast, reduce the heat. Reserve half the caramelized onions.
- Meanwhile, bring a large pot of salted water to a boil. Cook the pasta al dente and drain well.
- Melt 1½ tablespoons butter in a skillet over medium-low heat. Add the breadcrumbs and brown for 2-3 minutes, shaking the pan frequently. Add the garlic and cook for 1-2 minutes. Remove the pan from the heat and shake it a couple more times while the pan is hot.
- Preheat the oven to 375 degrees.
- Reduce the heat to low on the skillet with the caramelized onions. Sprinkle them with flour and cook for 2 minutes while stirring.
- Slowly add the milk and cook until slightly thickened. Slowly stir in the shredded cheese until melted and smooth. Stir in the cooked pasta. Season with salt and freshly ground black pepper to taste.
- Top with the reserved caramelized onions and the panko breadcrumb mixture. Bake for 15-20 minutes.
Notes
- Store leftovers in an airtight container in the refrigerator for up to 3 days.
- Reheat in the microwave at reduced power for short increments until warm.













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