Mac and cheese with a secret flavor bomb of silky caramelized onions?

It just might be our new favorite.

Rich, satisfying, and better for you, this side dish deserves a place in your dinner rotation.

Southern Living Macaroni and Cheese with Caramelized Onions in the baking dish to serve

Credit:Greg Dupree; Food Stylist: Chelsea Zimmer; Prop Stylist: Christina Daley

Lightly coat a broiler-safe 13- x 9-inch baking dish with cooking spray; set aside.

Cook bacon in a large Dutch oven over medium, stirring occasionally, until crisp, about 6 minutes.

Using a slotted spoon, transfer bacon to a paper towel-lined plate, reserving drippings in Dutch oven.

Add butter to reserved bacon drippings, stirring over medium heat until melted.

Add onions; cook, stirring occasionally, until onions are soft, 5 to 7 minutes.

Bring to a simmer over medium; cook, stirring occasionally, about 5 minutes.

Whisk together cornstarch and cold water in a small bowl.

Drizzle cornstarch mixture into onion mixture; cook, whisking constantly, until thickened, about 2 minutes.

Stir in cooked pasta; pour mixture into prepared baking dish.

Bake in preheated oven until bubbly and golden, 20 to 25 minutes.

Remove from oven; increase oven temperature to broil.

Remove from oven; cool slightly on a wire rack, about 10 minutes.

Sprinkle with chives and bacon just before serving.