One Pot Mac & Cheese
One Pot Mac & Cheese
1 hours 5 minutes total
Try this creamy Mac & cheese recipe with caramelized onions and mushrooms for the perfect weeknight meal that requires minimal cleanup.
Recipe Developed by Britney Brown-Chamberlain (@britneybreaksbread)
One Pot Pasta Recipes

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Ingredients
Serves 8
Ingredients for the Caramelized Onions & Mushrooms:
2 | Tablespoons extra virgin olive oil |
3 | Teaspoons salted butter |
2 | White onions, sliced |
1/2 | Teaspoon kosher salt, to taste |
1 | Teaspoon brown sugar |
1 | Cup water |
8 | oz. Baby Bella mushrooms, sliced |
7 | Sprigs thyme, stems removed |
Ingredients for the Macaroni & Cheese:
1 | Box Barilla® Elbows Pasta |
2 | Cups beef broth |
2 | 12 oz cans evaporated milk |
1 | Teaspoon Dijon mustard |
12 | oz. Gruyere cheese, grated |
8 | oz. marella cheese, grated |
4 | oz. white cheddar cheese, grated |
2 | Teaspoons garlic powder |
1/2 | Teaspoon onion powder |
1 | Teaspoon kosher salt |
1 | Teaspoon black pepper |
Disclaimer
Individuals with allergies or specific dietary concerns should verify that the ingredients they utilize for the recipes comply with their restrictions.
Method
Step 1
For the Caramelized Onions: Melt butter in a large pot over medium, then add 2 tablespoons of olive oil. Add sliced onions to the pot and sauté onions for 5-7 minutes, until they begin to soften and brown. Season salt and brown sugar.
Step 2
Add one cup of water to the onions; allow the water to cook until it has completely evaporated - about 20 minutes. The onions should be browned and soft.
Step 3
Add the mushrooms to the pot with the thyme and continue to cook for another 5 minutes, until the mushrooms have softened.
Step 4
For the Mac and Cheese: Add Barilla Elbow Pasta to the pot with the mushrooms and onions along with beef broth and evaporated milk. Bring to a slight boil; reduce the heat to a simmer and cover with a lid. Simmer for 10-15 minutes until the pasta is fully cooked. Add the Dijon mustard, grated gruyere, mozzarella, and white cheddar cheese.
Step 5
Mix everything together until the cheeses are completely melted, then add the garlic powder, onion powder, kosher salt, and black pepper.

Elbows
Elbows, Gomiti or Chifferi in Italian, is named for its twisted tubular shape that can vary in size and be either smooth or ridged. Pasta Elbows originated from Northern and Central Italy, where they are traditionally used in soups.
Barilla® Elbow pasta is made with non-GMO ingredients. For more information, please read our position.
- Shape Short
- Cook time 7–8 mins
- Range Classic Blue Box