Description
Rich, creamy, and bursting with umami, this mac and cheese is elevated with sweet balsamic-caramelized onions and savory mushrooms. It’s a next-level comfort food dish that’s perfect for cozy dinners, special occasions, or any time you want to impress with minimal effort.
Ingredients
8 oz elbow macaroni or shells
2 tbsp olive oil or butter (divided)
2 large yellow onions, thinly sliced
1 tbsp balsamic vinegar
8 oz mushrooms (cremini or baby bella), sliced
3 tbsp unsalted butter
3 tbsp all-purpose flour
2 cups whole milk
½ cup heavy cream
1 ½ cups shredded sharp cheddar cheese
1 cup shredded Gruyère or mozzarella cheese
Salt and black pepper, to taste
Optional: ½ cup breadcrumbs for topping
Instructions
Caramelize the Onions
In a skillet over medium-low heat, add 1 tbsp butter or olive oil and the sliced onions. Cook for 25–30 minutes, stirring occasionally, until deep golden. Stir in balsamic vinegar and cook 2–3 more minutes. Set aside.
Cook the Mushrooms
In the same pan, add remaining butter/oil and sauté mushrooms until browned and soft (about 8–10 minutes). Lightly season with salt and pepper.
Boil the Pasta
Cook pasta in salted boiling water until just al dente. Drain and reserve ½ cup pasta water.
Make the Cheese Sauce
In a large pot, melt 3 tbsp butter. Whisk in flour and cook 1–2 minutes. Slowly whisk in milk and cream. Simmer 4–5 minutes until thickened. Stir in both cheeses and mix until melted and creamy.
Combine Everything
Stir in the caramelized onions, mushrooms, and cooked pasta. Mix well. Add pasta water to loosen if needed. Season with salt and pepper to taste.
Optional Bake
Transfer to a greased baking dish, top with breadcrumbs and extra cheese, and bake at 400°F for 10–15 minutes, or broil until golden.
Notes
For extra flavor, use a mix of cheeses—try white cheddar, fontina, or smoked gouda. To make it heartier, stir in shredded rotisserie chicken or crispy bacon. This mac ‘n’ cheese also pairs beautifully with a drizzle of truffle oil for a luxurious finish.
- Prep Time: 20 minutes
- Cook Time: 35 minutes
Nutrition
- Serving Size: 6 servings
- Calories: 490
- Sodium: 460mg
- Carbohydrates: 42g