This is the most delicious macaroni and cheese you’ll ever eat, and completely worth the effort and the calories. I actually ate on a salad plate to keep from eating too much (I did anyway).

Macaroni and Cheese
(The Gourmet Cookbook)

FOR TOPPING
2 tablespoons butter, melted
2 cups panko* breadcrumbs
1 cup grated extra-sharp cheddar cheese (I use the food processor to grate since there are 5 cups total)

FOR CHEESE SAUCE AND MACARONI
3 tablespoons unsalted butter
3 tablespoons all-purpose flour
1/2 teaspoon red pepper flakes
2 3/4 cup whole milk
3/4 cup heavy cream
4 cups grated extra-sharp cheddar cheese
2 teaspoons Dijon mustard
1 1/2 teaspoons salt
1/4 teaspoon freshly ground black pepper
3/4 pound elbow macaroni

Directions:
Preheat oven to 400 degrees.

FOR THE TOPPING
Mix together panko, butter and cheese in a medium bowl. Set aside.

FOR THE SAUCE
Melt butter in a heavy pot over low heat. Whisk in flour and red pepper flakes and cook, whisking constantly, for about 3 minutes. Whisk in milk in a slow steady stream. Increase heat and bring to a boil, whisking constantly. Simmer for another 3 minutes, stirring frequently until mixture is thickened a bit. Stir in cream, cheese, mustard, salt and pepper until cheese is melted. Remove from heat and set aside.

COOK THE MACARONI AND ASSEMBLE THE DISH
Cook macaroni according to package directions. Reserve 1 cup pasta water and then drain noodles.
Stir together macaroni, reserved cooking water, and sauce in a large bowl. Transfer to a 3 qt. baking dish, mixture will be loose.
Sprinkle topping evenly over mixture and bake for about 25-35 minutes. Top should be golden and bubbling.

*I saw Panko bread crumbs at a Harps grocery store around here a while back, and I immediately bought them.  I’ve made this recipe with regular packaged bread crumbs several times, and it’s just not as good. If you can’t find Panko, I would suggest leaving off the bread crumbs.