Indulge in the ultimate comfort food with this Caramelized Onion Baked Mac and Cheese. It’s creamy, cheesy, and irresistible – the perfect elevated mac and cheese recipe!

Baked Mac and Cheese recipe
The key to this recipe is not the type of cheese you use, but how you buy it. Tt can make or break your mac and cheese! The most important thing to remember is that you should try to use block cheese and shred it on your own rather than buying pre-shredded cheese. The pre-shredded cheese is often coated stuff that is meant to keep the cheese from clumping up. The type of cheese you use is completely up to what you like and can find at your supermarket. I’ll pretty much always use one sharp cheddar for classic Mac and cheese, one process cheese like American or Velveeta for texture and one fun cheese like pepper jack! I always buy them off the block and grate them myself.

Homemade Mac and Cheese Recipe Ingredients
Perfectly Caramelised Onions
- 1 stick butter (1/2 cup)
- 2 white onion, finely chopped
- 2 tsp salt
- 2 tsp sugar
- 1 tbsp balsamic vinegar
The Actual Mac & Cheese
- 4 cloves garlic, minced
- 2 tbsp chopped fresh thyme
- 1/2 cup flour
- 3 cups milk
- 2 tsp black pepper
- 1/2 tsp paprika
- 1/2 tsp salt, or to taste
- 2 cups half and half
- 1/2 cup Velveeta (optional, helps smoothness of sauce)
- 2.5 cups cheddar cheese
- 2 cups gruyere cheese
The Perfect Breadcrumb Topping
- Panko Breadcrumbs
- 2 tsp garlic powder
- 1/2 tsp salt
Tips for the BEST Mac & Cheese!
- Try to only use freshly-grated cheese as pre-shredded cheese will not melt as evenly in the sauce.
- Another very common mistake is tossing cheese into the sauce straight out of the refrigerator. You want to allow the cheese to get to room temperature before adding it to the sauce to help it melt better.
- Don’t stir the cheese sauce on a high flame. You want to expose it to gradual temperature changes slow and steady to allow it to melt properly. Be patient!
- Use Whole Milk, all milk is not created equally and a whole or 2% milk with fat will create a much better texture.
- Only stir as much as needed. Do not over-stir the sauce. Once the cheese has melted, add in the pasta and then leave it alone!
How to Make Mac and Cheese
Making homemade mac and cheese may seem like a daunting task, but trust me when I say it’s easier than it’s made out to be. I broke it down into a few simple steps to outline just how simple it really is!
- For the first step of the sauce, melt butter and make the caramelised onions – the foundation of this delicious Mac and Cheese.
- Then, add garlic, thyme and flour to make the roux – which is meant to thicken the sauce.
- Then, slowly pour in the milk, seasonings and half and half.
- Once the sauce thickens, whisk in your shredded cheese and stir! I love to use cheddar cheese and gruyere cheese for this macaroni and cheese recipe.
- While all this is happening, bring a large pot of water to a boil and cook your macaroni. Add the cooked macaroni to your creamy cheese sauce.
- Spread half of the mac and cheese onto a baking dish and sprinkle with some additional cheese. Add on the second layer of mac and cheese and then top lots of breadcrumbs.
Why is my mac and cheese grainy?
There’s a couple of main reasons your Mac and Cheese might be grainy. First of all, you may not have cooked your flour roux enough, make sure to cook it for a minute or two to remove the graininess of the flour. You make have also not used room temperature cheese, make sure to use room temperature cheese to get your sauce perfectly smooth. Also, on the topic of cheese AVOID pre grated cheese because it may have caking agents that make your Mac and Cheese grainy. Instead, use freshly grated cheese.
What sides should I make with Mac and Cheese?
If you’re looking for some easy Thanksgiving recipes to go on the side with your Mac and Cheese, I highly recommend these favourites on my blog :
- Apple Cider Sangria – then perfect thanksgiving cocktail
- Barbecue Nation Potatoes – roasted smashed potatoes tossed in a creamy, spicy sauce
- Massaged Kale Salad – some freshness to go with the creamy Mac and Cheese
- Spicy Indian Chicken Drumsticks – one of my favorites because the spiciness complements the Mac and Cheese perfectly

Caramelized Onion Baked Mac and Cheese
- Total Time: 50
- Yield: 8–10 1x
Description
Indulge in the ultimate comfort food with this Caramelized Onion Baked Mac and Cheese. It’s creamy, cheesy, and irresistible – the perfect elevated mac and cheese recipe!
Ingredients
- 1 lb dry macaroni (cooked)
Caramelised Onions
- 1 stick butter (1/2 cup)
- 2 white onion, finely chopped
- 2 tsp salt
- 2 tbsp chopped fresh thyme
- 2 tsp sugar
- 1 tbsp balsamic vinegar
Mac & Cheese
- 4 cloves garlic, minced
- 1/2 cup flour
- 3 cups milk
- 2 tsp black pepper
- 1/2 tsp paprika
- 1/2 tsp salt, or to taste
- 2 cups half and half
- 2 cups cheddar cheese, freshly grated (room temp)
- 2 cups gruyere cheese, freshly grated (room temp)
- 1/2 cup Velveeta (optional, helps smoothness of sauce)
Garlic Breadcrumbs
- Panko Breadcrumbs
- 2 tsp garlic powder
- 1/2 tsp salt
Instructions
- Boil your macaroni according to the package to al dente will you make the sauce. Strain once cooked and set aside.
- To a large, heavy bottomed saucepan add the butter and melt it. Then, add in your finely chopped white onion and salt. Mix well and cook on medium-high heat. Stir occasional until it’s a golden brown.
- Add in the thyme, sugar and balsamic vinegar. Cook on medium heat, stirring often as it will start to caramelise the onions. It’s ready once it smells sweet and turns and amber-brown color.
- Add in the garlic and saute for 1 minute. Then, add in the flour and mix it really well (this is called the “roux”). It’s gonna get really thick like a paste. Cook for 1-2 minutes (this is important for texture)
- Now add in 3 cups of milk, stirring as you add it and let it thicken like a sauce. Then, add in the half and half, black pepper and paprika. Heat on medium heat until everything thicken and bubbles. Taste and add salt to taste.
- Lower the stove to a LOW HEAT. Whisk in one cup of cheese at a time until completely melted. If it gets thick, don’t worry you’re on the right track!
- Turn off the heat immediately after cheese is melted, add in the cooked macaroni pasta and stir well.
- Mix the panko breadcrumbs, garlic powder and salt in a bowl.
- Pour the macaroni and cheese into an oven safe dish. Top geneously with the panko breadcrumb mixture.
- Once the the Mac and cheese is done baking, let it sit for 5 minutes before digging in!!
- Prep Time: 10
- Cook Time: 40
- Category: Pasta
Made this for thanksgiving and it was a huge hit!!
★★★★★