Macaroni and Cheese w/Caramelized Onions & Bacon

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I'm not a huge fan of Las Vegas.  I loved it the first time I went years ago, but that was before I was lucky enough to travel to many of the places Vegas tries to replicate and now it just seems sort of sad.  Going to the Venetian Hotel is not the same as standing on a bridge in Venice overlooking a canal as the water laps against buildings housing a century or more of secrets.  

One place I did enjoy and found to be well worth the money was the Wicked Spoon Buffet at the Cosmopolitan Hotel.  Their buffet is one of the best, if not the best, I've ever been too.  Almost everything was served in its own container from individual casserole dishes to adorable mini Chinese carryout containers.  Wicked Spoon also featured several stations where you could order what you please from homemade gelato to a macaroni and cheese bar.  Does it get any better than a macaroni and cheese bar?

While I was tempted by the dizzying array of choices to add to my mac n' cheese, I stuck with my faves; bacon, caramelized onions, and lots of cheese.  Definitely the best macaroni and cheese, ever.  Sweet onions, smoky bacon, and cheese, so much cheese that I had to wrap it around my fork like spaghetti.  Mmmm.

I made a mental note to try and recreate this at home and was lucky enough to find a recipe from Wicked Spoon on Saveur's website.  While not exactly the near-orgasm-inducing experience that I had in Vegas, it was damn good.  I can't believe it never occurred to me to add my most favorite of all foods, caramelized onions, to mac and cheese.  

Please try this and let me know what you think.  Oh, and don't skimp on the cheese.  Turns out twirling it around a fork is too fun to miss out on.

Macaroni and Cheese w/Caramelized Onions & Bacon
adapted from Wicked Spoon recipe printed in Saveur

2 tablespoons butter 
1 tablespoon olive oil
1 large onion, thinly sliced
6 pieces of bacon, diced and fried until crisp
4 tablespoons butter
1/3 cup all-purpose flour
2 cups whole milk
2 cups heavy cream 
12 ounces cubed or shredded Swiss and/or white cheddar cheese
salt
pepper
dash of cayenne pepper
1 pound pasta (such as elbow) cooked until al dente
1/2 cup panko bread crumbs

Melt 2 tablespoons butter and olive oil over medium heat and add onions.  Cook onions over medium-low heat until caramelized, about 20 minutes. 

While onions are cooking, start on macaroni and cheese.  

Heat oven to 350 degrees F.  Melt 4 tablespoons of butter in 6-quart saucepan over medium high heat; add flour, and cook, stirring, until smooth, about 2 minutes.  Add milk and cream and cook until thickened.  I find this step takes longer than most recipes call for and usually have to cook my sauce for about 10 minutes.  Remove from heat and add cheese.  Stir until cheese has melted and add in bacon, caramelized onions, salt, pepper, cayenne pepper, and cooked pasta. Stir until well combined.

Pour mixture into a 9" x 13" baking dish.  Top with bread crumbs.  Bake until bubbly and golden on top, about 25 minutes.