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Ground Beef and Caramelized Onion Macaroni Bake

Ground beef macaroni bake combines deeply golden caramelized onions, browned beef, and elbow macaroni in a creamy cheddar sauce. Baked until bubbling around the edges and golden on top, it rests for 10 minutes before serving.
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Prep Time 20 minutes
Cook Time 1 hour 30 minutes
Resting 10 minutes
Total Time 2 hours
Servings: 8 servings
Course: Dinner
Cuisine: American
Calories: 790
Ingredients Equipment Method Notes

Ingredients
  

Beef and onions
  • 2 tbsp olive oil
  • 2 yellow onions large, thinly sliced
  • 1.5 tsp kosher salt divided
  • 1 lb ground beef 85% lean
  • 0.5 tsp black pepper
  • 2 cloves garlic minced
Macaroni and cheese
  • 1 lb elbow macaroni
  • 4 tbsp unsalted butter
  • 0.25 cup all-purpose flour
  • 4 cup whole milk
  • 1 tsp dry mustard
  • 0.5 tsp paprika
  • 4 cup sharp cheddar cheese 16 ounces, shredded and divided

Equipment

  • 1 12-inch skillet
  • 1 4-quart saucepan
  • 1 9x13-inch baking dish

Method
 

Caramelize the onions and cook the beef
  1. Heat the olive oil in a 12-inch skillet over medium-low heat; add the onions and 1/2 teaspoon salt.
  2. Cook for 30–40 minutes, stirring often, until deeply golden and soft.
  3. Transfer the onions to a plate, then add the ground beef and black pepper to the skillet.
  4. Cook over medium-high heat for 7–9 minutes, breaking it up, until browned and it reaches 160°F.
  5. Drain excess fat if needed, then stir in the garlic and cook for 30 seconds.
  6. Return the onions to the skillet.
Cook the pasta and make the cheese sauce
  1. Bring a large pot of water to a boil and cook the macaroni until 2 minutes shy of the package directions.
  2. Drain the macaroni.
  3. Melt the butter in a 4-quart saucepan over medium heat.
  4. Whisk in the flour and cook for 1 minute.
  5. Gradually whisk in the milk, dry mustard, paprika, and remaining 1/2 teaspoon salt.
  6. Cook, whisking often, for 5–7 minutes, until the sauce thickens enough to coat a spoon.
  7. Remove the sauce from the heat and stir in 3 cups of the cheddar until melted.
Assemble and bake
  1. Heat the oven to 375°F.
  2. Grease a 9x13-inch baking dish.
  3. Fold the macaroni and beef-onion mixture into the cheese sauce.
  4. Spread the mixture in the prepared dish.
  5. Sprinkle the remaining 1 cup cheddar over the top.
  6. Bake for 20–25 minutes, until bubbling around the edges and golden on top.
  7. Rest for 10 minutes before serving.

Notes

For deeply golden, soft onions, keep the heat at medium-low and stir often. Refrigerate leftovers for 3–4 days; freezing is suitable. For a gluten-free variation, use gluten-free elbow macaroni and a 1:1 gluten-free flour blend.