Mac and Cheese and French Onion Soup Walk Into a Bar...

International comfort-food icons French onion soup and mac and cheese combine to make this très bon bilingual casserole.

Published February 27, 2025
Large dish of French onion soup mac and cheese, with 2 cups of servings on dishes, a candle, a striped tablecloth

Serious Eats / Hannah Huffman

Why It Works

  • Caramelizing the onions builds deep, sweet flavors. 
  • Deglazing the onions with dry sherry mimics the sherry or calvados you’d use in French onion soup. 
  • Gruyère is melted into the silky cheese sauce and folded into the mac and cheese in cubes for melty, stretchy bites.
  • Adding beef bouillon paste and Dijon mustard to the cheese sauce balances the sweetness of the caramelized onions and mimics French onion soup’s beef broth base.

We're firmly in the age of the culinary mashup, and it's delightful. Bulgogi burritos, ramen burgers, smash burger quesadillas, totchos, Caesared spaghetti, red velvet brownies, and now: French onion soup mac and cheese. Of course, mashups can go wrong (looking at you, chicken noodle soup cough drops), but in the case of this pasta dish, everything is very, very right. We start with all-American mac and cheese—which is certainly comforting but frankly can be a little one dimensional—and zhuzh it up with all the trappings of French onion soup, including buttery caramelized onions, nutty Gruyère, and a crunchy breadcrumb topping. 

While the flavors of mac and cheese are typically pretty straightforward, this recipe, developed by our Birmingham-based test kitchen colleague Julia Levy, is layered with deep, rich flavors. As soon as you set your water to boil for the pasta, you'll begin caramelizing onions—a full pound and a half of them. To speed the cooking admittedly lengthy time it takes to caramelize the onions, Julia has you start by covering the lid in the beginning, then removing it to continue cooking until the onions are very soft and brown.

This initial step of covering the pot traps steam, helping to soften the onions much faster than if the lid is left off. As soon as they're softened, the lid comes off to let that steam escape and the browning begin. Even with this shortcut, the onions will take about 40 minutes to reach the sweet flavor and almost-melting consistency we're looking for. Don't cut the cooking time short—these onions are the star of the show. The good news is that the onions only need to be stirred occasionally, so you can multitask and grate and cube the cheese while the onions cook. Once the onions are browned, dry sherry and fragrant fresh thyme go into the pot to further build those classic French onion soup flavors. 

The cheese sauce is a classic mornay sauce made with a butter-and-flour roux, milk, and cheese, but there's a clever addition to give the dish the beefy flavor of French onion soup: bouillon paste, such as Better Than Bouillon. Bouillon paste adds a concentrated kick of savory beefy flavor without diluting or thinning the sauce the way stock or broth would (plus, we think it'd be a bit much to make homemade beef stock just for a mac and cheese, and we generally find that store-bought beef broth tastes terrible).

Of course cheese is a key component of both mac and cheese and French onion soup, and here we're using the classic French onion topper, Gruyère. Julia tested using a combination of Gruyère and onion Jack, but ultimately decided it was best to just let the Gruyère shine on its own. It's a great melter, so there's no need to add other cheeses for the requisite creaminess and gooeyness of a good mac. In addition to melting Gruyère into the sauce, the recipe also calls for folding cubes of the cheese into the mac and cheese mixture before baking to create little pockets of melty, stretchy cheese throughout. 

The final touch is our nod to the croutons that go on French onion soup: panko breadcrumbs mixed with store-bought crispy fried onions. Then into the oven it goes to bake until bubbly, browned, and crispy on top. This baked mac is substantial enough to serve on its own or with a simple green salad, but it also pairs well with roasted or fried chicken and makes a great centerpiece for a vegetarian plate. Oooh-oui it's good!

This recipe was developed by Julia Levy. The headnote was written by Megan O. Steintrager.

Baked mac and cheese browned on top in a baking dish

Serious Eats / Hannah Huffman

Recipe Details

Mac and Cheese and French Onion Soup Walk Into a Bar…

Prep 10 mins
Cook 50 mins
Cooling Time 15 mins
Total 75 mins
Serves 8
Cook Mode (Keep screen awake)

Ingredients

  • 1 pound (456 g) uncooked rotini pasta (about 5 1/2 cups)

  • Kosher salt

  • 11 tablespoons unsalted butter, divided (5 1/2 ounces; 156 g) 

  • 1 1/2 pounds yellow or mixed onions (720 g; about 3 medium), thinly sliced lengthwise (6 cups)

  • 1 1/2 pounds (720 g) Gruyère cheese

  • 1/4 cup (60 ml) dry sherry

  • 1 1/2 tablespoons chopped fresh thyme leaves, divided, plus more for garnish

  • 1/3 cup all-purpose flour (1 1/2 ounces; 40 g)

  • 6 cups (1.35 L) whole milk 

  • 1 tablespoon (15 ml) Dijon mustard

  • 1 tablespoon (18 g) roasted beef bouillon (such as Better Than Bouillon)

  • 1/2 teaspoon freshly ground black pepper

  • 1 cup panko bread crumbs (2 1/2 ounces; 72 g)

  • 1/2 cup store-bought crispy fried onions (1 ounce; 30 g), coarsely crushed

Directions

  1. Adjust oven rack to middle position and preheat oven to 400°F (205°)  In a large pot of salted boiling water, cook pasta until just shy of al dente, about 2 minutes less than cooking time indicated on package. Drain, then transfer pasta to a large mixing bowl; set aside.

    Macaroni in a bowl on a white surface

    Serious Eats / Hannah Huffman

  2. While pasta is cooking, in a Dutch oven, heat 4 tablespoons (60 g) butter over medium heat until melted. Add onions and cook, covered, stirring occasionally, until onions are soft and translucent, 6 to 8 minutes. Uncover and reduce heat to medium-low.  Continue cooking, uncovered, stirring occasionally, until onions become very soft and brown, 30 to 35 minutes. If browned onion juices on bottom of pot begin to burn, add 1 tablespoon (15ml) water, scrape up browned bits, and continue cooking; add water whenever needed to prevent burning.

    softened and browned in a pot, with a wooden spoon in a marble surface

    Serious Eats / Hannah Huffman

  3. While onions caramelize, shred 1 pound (456 g) of Gruyère and cube remaining 8 ounces (226 g) into 1/2-inch pieces. Set aside until ready to use.

    Shredded cheeses on a wooden board and a cheese grater

    Serious Eats / Hannah Huffman

  4. Once onions have browned, increase heat to medium and stir in sherry 1 tablespoon thyme; cook, stirring constantly, until fragrant and liquid has evaporated, 1 to 2 minutes. Remove from heat and transfer to a bowl.

    Onions in pot with sherry and thyme

    Serious Eats / Hannah Huffman

  5. Return now-empty Dutch oven to medium heat and melt 4 tablespoons (60 g) butter; add flour and cook, stirring constantly, until raw flour scent is gone, about 1 minute. Add milk in a thin, steady stream, whisking constantly and thoroughly and getting into all corners of the pan to create a smooth, lump-free texture. Sauce will initially become very thick, then get very thin once all the milk is added. Bring to a simmer over medium heat, whisking often, and cook until sauce coats the back of a spoon, about 15 minutes. Whisk in mustard, bouillon, and pepper.

    stirring in mustard, boullion and pepper in a pot

    Serious Eats / Hannah Huffman

  6. Remove from heat and, working in increments, whisk in shredded Gruyère until a smooth, emulsified cheese sauce forms; stir in reserved onions.

    Adding in shredded cheese into the bowl, and shredded cheese on a wooden board the side

    Serious Eats / Hannah Huffman

  7. Scrape cheese sauce into pasta and mix until evenly coated. Let cool slightly, about 5 minutes, then add cubed Gruyère and mix well. Scrape pasta into a greased 9- by 13-inch baking dish and smooth surface into an even layer.

    spreading pasta and cheese mixture into baking dish with spatula

    Serious Eats / Hannah Huffman

  8. In a small bowl, combine panko, fried onions, and remaining 1/2 tablespoon thyme. Melt remaining 3 tablespoons (45 g) butter, then add to panko mixture and mix until evenly coated. Scatter panko mixture evenly over surface of mac and cheese. Bake until browned and bubbling, 12 to 15 minutes.

    sprinkling panko on top of mac and cheese

    Serious Eats / Hannah Huffman

  9. Let mac and cheese rest for 15 minutes. Garnish with thyme leaves and serve.

    Roasted mac and cheese browned on top in a baking dish

    Serious Eats / Hannah Huffman

Special Equipment

Large pasta pot, Dutch oven, 9- by 13-inch baking dish 

Make Ahead and Storage

The pasta can be cooked, cooled, and refrigerated in an airtight container for up to 3 days before preparing the casserole. 

Cheese can be shredded and cubed up to 1 week ahead and refrigerated in separate airtight containers.

The onions can be sliced ahead up to 1 day ahead and stored in an airtight container in the refrigerator or fully caramelized up to 1 week ahead and refrigerated in an airtight container.

Leftover mac and cheese can be refrigerated for up to 5 days; it reheats surprisingly well in the microwave or oven

Nutrition Facts (per serving)
1074Calories
68gFat
60gCarbs
55gProtein
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Nutrition Facts
Servings: 8
Amount per serving
Calories1074
% Daily Value*
Total Fat 68g87%
Saturated Fat 39g197%
Cholesterol 209mg70%
Sodium 1505mg65%
Total Carbohydrate 60g22%
Dietary Fiber 4g14%
Total Sugars 16g
Protein 55g
Vitamin C 5mg27%
Calcium 1633mg126%
Iron 3mg15%
Potassium 597mg13%
*The % Daily Value (DV) tells you how much a nutrient in a food serving contributes to a daily diet. 2,000 calories a day is used for general nutrition advice.
(Nutrition information is calculated using an ingredient database and should be considered an estimate.)

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