Recipe Fancy Mac & Cheese Prep Time: 20 Minutes Cook Time: 40 Minutes Difficulty: Easy Servings: 12 Print Recipe Ingredients 16 ounces, weight White Button Or Cremini Mushrooms, Quartered Olive Oil, For Drizzling Kosher Salt And Black Pepper To Taste 8 slices Thick Cut Bacon 2 whole Yellow Onions, Peeled, Halved, And Thinly Sliced 5 Tablespoons Butter, Plus More For Buttering The Pan 1/2 cup Grated Parmesan Cheese 1/2 cup Grated Gruyere Cheese 1/2 cup Grated Fontina Cheese 4 ounces, weight Goat Cheese (chevre) 1-1/2 pound Macaroni 1/4 cup All-purpose Flour 2 cups Whole Milk 1/2 cup Half-and-half 2 whole Eggs, Beaten 4 ounces, weight Crumbled Gorgonzola Or Other Blue Cheese Preparation Instructions Preheat the oven to 425 degrees. Drizzle the mushrooms with olive oil, then sprinkle them with salt and pepper. Roast them in the oven until deep golden brown, 20 to 25 minutes. Set aside. Next, fry the bacon until chewy but not yet crisp. Chop the bacon into bite-size bits and set aside. In a large skillet over medium-low heat, saute the onions in 1 tablespoon butter, stirring occasionally, until golden brown, about 15 minutes. Set aside. Grate the Parmesan, Gruyere, and fontina cheeses. Unwrap the goat cheese. Cook the macaroni until just undercooked. Drain and set aside. To make the sauce, melt the remaining 4 tablespoons butter in a large pot over medium heat. Sprinkle in the flour, whisking to combine. Let the roux cook for a minute or so, whisking constantly. Pour in the milk, whisking constantly, then cook the white sauce for 3 to 5 minutes, or until thick and bubbly. Next, add the half and half, 1 teaspoon of salt, plenty of black pepper, and stir to combine. Spoon about 1/4 cup of the hot white sauce into a small bowl containing the beaten egg, stirring the egg with a fork as you drizzle it in. Once combined, pour the mixture into the pot with the white sauce, stirring constantly. Add all the cheese in and stir them around to melt. Add the cooked macaroni and stir to coat. Splash in a little milk or hot water as needed for thinning. Preheat the oven to 350 degrees. Butter a 9 x 13 inch baking pan generously. Lay half the cooked onions in the bottom of the pan, followed by half the macaroni, half the roasted mushrooms, half the Gorgonzola, and half the bacon. Repeat the layers, ending with the bacon. Bake for 20 to 25 minutes, or until bubbly and hot. Delicious! Share this Post Twitter Facebook Pinterest Email This Posted by Ree in All PW Recipes, Main Courses, Pasta 17 Prev Post Post a Comment 17 Comments 1 jacki On Friday, February 8 at 4:36 pm omg….worth every calorie!! Reply 2 Lin Larson On Friday, February 8 at 4:37 pm I’m not a fan of mushrooms. Do you have a suggestion for a substitution? Yes, I know I can leave them out! =] Thanks! Reply 3 Sofia t. On Friday, February 8 at 4:38 pm Looks yummy! Reply 4 KathyR On Friday, February 8 at 4:40 pm This looks great except for all the cheeses. My family only likes cheddar out of everything you listed. Maybe we’ll add some jack. They know when “weird” cheeses are added. Reply 5 Joan in Jersey On Friday, February 8 at 4:42 pm My daughter and I love your show! This mac n cheese sure is different having onions and all. Will try. Can’t go wrong with bacon, baby portobello mushrooms, Fontina and Gruyere cheeses. Yum! (not sure if the blue cheese would go over w/ the others, but it sounds creamy and dreamy!) Reply 6 Lisa V On Friday, February 8 at 4:43 pm I am definately making this soon!!! Looks yummy! Reply 7 Kara On Friday, February 8 at 4:43 pm Definitely bookmarking this one. It reminds me of your quattro formaggi with more umph. Reply 8 barbara lane On Friday, February 8 at 4:43 pm Oh boy .. my mouth is watering now. Reply 9 Susan On Friday, February 8 at 4:46 pm Yum, but is it crazy salty? Wish I could make it tonight! Reply 10 Carissa On Friday, February 8 at 4:47 pm I was literally drooling reading through this post! Definitely gonna try this!!!! Reply 11 Rebecca Green On Friday, February 8 at 4:48 pm When I first read the title of this post on Facebook, I seriously thought you were writing about “Fanny Mac and Cheese”…that’s where it ends up anyway right? :) (Eye dr. appt. needed in the near future!) Reply 12 Emily A On Friday, February 8 at 4:49 pm Aaaaaannnd there goes the diet. Looks SO good! Reply 13 Paula H On Friday, February 8 at 4:56 pm I made this for Thanksgiving and it was a big hit. One of my favorites. Reply 14 Stacey On Friday, February 8 at 4:59 pm I’d leave out the bacon, since I don’t eat it (sorry! I know most of you love bacon!), but other than that, it sounds incredible. Definitely not for those who are even mildly lactose-intolerant (although it could be worth it).Yum! Reply 15 Averie @ Averie Cooks On Friday, February 8 at 4:59 pm Mmm, this looks great. I love that you used Gruyere and Fontina. And ‘shrooms! What a great looking plate of mac ‘ n cheese! And on another note, I keep seeing so many people blogging about your chocolate sheet cakes the past few days. It’s a sign I need to make it! Reply 16 Ashleigh On Friday, February 8 at 5:00 pm You need a disclaimer for this one, Ree.. Note – Pregnant women should not look at this recipe without having some already prepared! Reply 17 Bethany Jett On Friday, February 8 at 5:01 pm Thank you SO SO SO much for posting this. I’m doing low-carb, so must substitute the delicious mac with cauliflower. Can. Not. Wait. Reply Post a Comment Name Mail (will not be published) Website Note: Your comment may take some time to appear, but should be visible shortly! I'm a desperate housewife. I live in the country. I channel Lucille Ball, Vivien Leigh, and Ethel Merman. Welcome to my frontier! About Contact Find the Pioneer Woman on: Facebook Twitter Pinterest PW on Food Network! A brand new season of Pioneer Woman is underway! This Saturday, I take you through a list of ten of the things I love in this world. From Bassets to horses...to cream-filled chocolate cupcakes (oh dear), I'll walk you through all the things that makes my heart go pitter-pat. See you Saturday! Read Holiday Fiesta Quesadillas! Make your holiday party extra with these colorful, fabulous Holiday Fiesta Quesadillas! Get my new recipe over at LandOLakes.com Read Pumpkin Smoothie One of the best things you'll ever eat! Read Mini Corn Loaves with Cranberries and Pecans Moist, flavorful, and wonderful. Read Yummy Slice-and-Bake Cookies Super easy and oh, delicious! Just slice 'em and bake 'em as you need 'em. Read Easy Green Chile Enchiladas Inspired by a trip to ABQ, these ridiculously easy enchiladas will make your skirt fly up in a major way. Read Perfect Iced Coffee Save a bundle every morning by making your own iced coffee concentrate from scratch! Read Patty Melts Heaven. Sheer heaven. Read Tasty Kitchen! Looking for just the right recipe? Have a recipe to share? Check out the goldmine of deliciousness over on Tasty Kitchen! It's a happy little cooking community. Read Cowboy Food One thing I've learned in my years in the country is that there are just some recipes that scream "Man Food" more than others. Here are all of my recipes that fall under that category. Read Cowgirl Food On the flip side, there are some foods that are a little more chick-friendly in nature. Here are all the recipes that fall under the category of "Girl Food." Read 16-Minute Meals! Bowtie Chicken Alfredo Dec. 3, 2012 in Cooking Chicken Florentine Pasta Apr. 23, 2012 in Cooking Herb Roasted Pork Tenderloin with Preserves Sep. 15, 2011 in Cooking Pasta with Pesto Cream Sauce Jun. 6, 2011 in Cooking 16-Minute Meal: Shrimp Scampi Apr. 25, 2011 in Cooking All PW Recipes Like to see everything right in front of you? Check out the Visual Recipe Index and browse all the recipes on the site. Read BlogHer Food Ad Network Advertise | Privacy Policy AdChoices More from BlogHer Oven Fried Swiss Cheese Chicken with Egg Noodles in a Creamy Sauce A Trip to Ponce, and Yeyo’s Seafood DIY Foods and Products: What Do You Make Yourself? Jaden Hair Talks Cookbooks, Food Photography, & Rice in the Microwave Most Recent Posts on P.W. Meanwhile, Back at the Ranch... Feb. 7, 2013 in Confessions Fancy Mac and Cheese Feb. 8, 2013 in Cooking Orange Floral Mixer from Tomorrow's Show Feb. 8, 2013 in Home and Garden Learning Prepositions Feb. 8, 2013 in Homeschooling Sparkly Green Earrings and Sparkly Green Earrings! Feb. 8, 2013 in Entertainment Keepin' it Real If you want to cook...you have to do the dishes. I keep trying to find a way around this, but haven't had much luck.