Caramelized onions, cheese, bacon, macaroni. All delicious, even better together. One of the favorite sides I make is this glorious dish. I got the recipe from The Pioneer woman herself, but made it with my own favorite cheeses.  So definitely make it your own way, after reading her instructions.

First you gotta prep all your ingredients, so you aren’t scrambling around for them later. I like an organized kitchen. Bacon takes the longest, so it goes first. After its mostly cooked, but not too cooked, I set it aside. Save about 2 tablespoons of bacon fat too.

Then in the hot bacon fat, I sautee the onions. Your house should smell fabulous at this point.

Then set everything aside.

Boil your macaroni for half the time they tell you to on the box. Drain and set that aside. Now for the fun part.

Take the bacon fat you reserved, and melt it down with some butter.  

Measure out your cheese and your flour while the butter melts. 

Don’t forget to whisk it real good. Then slowly add the flour and keep whisking so it is smooth.

Then add your dairy…

And your seasoning. 

While that cooks, whisk together the egg yolks. Then grab a quarter cup of that hot milky, buttery, fatty liquid…

And slowly whisk it into the eggs. Then add it back to the pot!

Stir in the cheese until melted. Turn off heat.

Add in the bacon and onions.

Stir in the macaroni.

Lay it out on a baking dish and then top with more cheese and some bacon. Then watch it disappear at dinner. You can find this recipe at The Pioneer Woman’s Website. My changes were just the kinds of cheese I used. I used cheddar, gruyere, and an italian mix. Enjoy!