Don’t hate me for this, but it is just so good you have to go through all the work and the calories to make this dish.  It is that yummy…you just can’t eat anything for the rest of the week.  Courtesy of Rachel Ray…

Recipe: 

1 pound macaroni 
1 1/2 pounds uncooked sweet Italian sausage, casings removed 
1 1/2 cups caramelized onions (see recipe below)
1 quart whole milk 
6 tablespoons unsalted butter 
6 tablespoons flour 
3/4 pound aged Gouda cheese, grated (about 4 cups) 
Salt and pepper 

Preheat the oven to 350º. In a large pot of boiling salted water, cook the pasta until al dente, about 11 minutes. 

Meanwhile, heat a large, heavy-bottomed saucepan over medium-high heat. Add the sausage and cook, stirring and breaking up the meat with a wooden spoon, until no longer pink, 3 to 4 minutes. Transfer the sausage to a large bowl and wipe the saucepan clean. Add the pasta and 1 cup caramelized onions to the sausage and stir to combine.

In a medium saucepan or a microwave oven, heat the milk until steaming. Return the large saucepan to the stove, add the butter and melt over medium heat. Add the flour and cook, whisking constantly, for 3 minutes. Whisk in the hot milk, 1/4 cup at a time, and continue whisking until the sauce is smooth and thick and comes to a simmer. Add 2 1/2 cups cheese, remove from the heat and whisk until the cheese is melted, about 2 minutes; season to taste with salt and pepper. Add the cheese sauce to the pasta mixture and stir to combine.

Butter a 9-by-13-inch baking dish and add the pasta mixture in an even layer.  Or just use the oven-safe pan you boiled the noodles in, since at this point I think you have dirtied enough dishes. 😉  Sprinkle the remaining 1/2 cup caramelized onions and 1 1/2 cups cheese on top. Bake until golden and bubbling, about 40 minutes. Remove from the oven and let rest for 10 minutes before serving.

Carmelized Onions
3 tablespoons butter 
2 tablespoons extra-virgin olive oil 
2 1/2 pounds onions, thinly sliced 
Salt and pepper 
2 teaspoons sugar 

In a large skillet, melt the butter in the olive oil over medium-high heat. Add the onions and 1/4 teaspoon each salt and pepper, and cook, stirring constantly, until the onions begin to soften, about 5 minutes. Stir in the sugar and cook, scraping the browned bits off the bottom of the pan frequently, until the onions are golden brown, about 20 minutes.