Macaroni and Cheese with Crispy Fried Onions

Weather has turned rainy and cooler here in Southern Oregon, plus we recently watched a fun YouTube video of the chefs from Bon Appetit taking riffs on boxed Kraft Macaroni and Cheese. See the link here. I was not into the “bright orange” cheese powder thing, plus we had quite a bit of cheese we had accumulated in the fridge – time to use some of it up. This is a take on the classic “Green Bean Casserole” that everyone’s mother would make for Thanksgiving.

The full recipe called for a whole 1 pound box of elbow macaroni. I knew that would be too much for just the two of us, even with leftovers, so I halved the recipe that I had. So here is my take on Macaroni and Cheese for two:

Note: please don’t use pre-grated cheese. It contains a powder to keep it from clumping, which also keeps it from melting properly. Grate your own, it’s good exercise.


2 slices hearty white sandwich bread, torn into quarters
1 tablespoons unsalted butter, cut into 4 pieces and chilled
3 tablespoons unsalted butter
8 ounces elbow macaroni, Barilla is best
3 tablespoons all-purpose flour
1  teaspoon dry mustard
pinch cayenne pepper
2 1/2 cups whole milk
8 ounces of mixed cheese: sharp cheddar, Monterey Jack, Gruyère, Manchego, Parmesan (use Parm sparingly) etc., grated
2.8 oz (one small can) French’s Crispy Fried Onions
kosher salt and freshly ground black pepper to taste


1. Adjust oven rack to lower-middle position and heat oven to 350 degrees.

2. Pulse bread and chilled butter in food processor until coarsely ground, 7 to 10 pulses, keep it somewhat chunky; set aside.

3. Bring 4 quarts water to boil in Dutch oven. Add macaroni and 1 tablespoon salt and cook, stirring often, until tender. Drain macaroni and set aside in colander.

4. Melt remaining 3 tablespoons butter in now-empty Dutch oven over medium-high heat. Whisk in flour, mustard, cayenne, and 1 teaspoon salt and cook for 1 minute. Slowly whisk in milk until smooth. Bring mixture to boil, reduce heat to medium, and cook, whisking occasionally, until thickened to consistency of heavy cream, about 5 minutes. Off heat, whisk in cheeses until fully melted. Add macaroni and cook over medium-low heat, stirring constantly, until steaming and heated through, about 6 minutes. Taste for salt and pepper. Add 1/2 of the French’s onions and stir to combine.

5. Pour mixture into 7 by 10-inch oven-safe baking dish. Top with bread-crumb mixture and remaining French’s onions. Bake until crumbs are deep golden brown, 20-25 minutes, rotating dish if necessary for even browning. Let rest for 5 minutes. Serve.

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