16 oz. shell macaroni
2 tbsp. butter
1 small onion, diced
16 oz. jar Cheez Whiz
1 c. milk
1/4 salt
1/4 pepper
8 oz. shredded cheese
1 c. crushed seasoned croutons

Sauté diced onion in butter until done. To onion, add the Cheez Whiz. When melted, add milk, salt and pepper. Butter a glass baking dish. Start with small about of melted cheese mixture in dish and alternate layers of cooked macaroni cheese, ending with shredded cheese. Top with crushed croutons and bake at 350°F for 30 minutes.

You can substitute crushed potato chips for croutons.