Instructions

1. Preheat the oven to 350 degrees Fahrenheit.

2. Fill the stockpot 2/3 full with hot water. Bring the water to a rolling boil, then add the elbow macaroni. Boil the macaroni until it is barely al dente. It should be soft, but still quite firm.

3. Melt butter in the saucepan while the noodles are boiling. When the butter is melted, whisk in an equal amount of flour to make a roux. Continue to whisk until the flour has absorbed all of the melted butter.

4. Lower the heat and pour milk slowly over the roux, whisking constantly. It will be lumpy at first, but as the flour absorbs the milk it will become a smooth, thickened sauce.

5. Drop the cheese into the sauce a little at a time, whisking constantly. Let the cheese melt completely before adding the next handful. When you have added all the cheese, remove the sauce from the heat.

6. Drain the noodles in a colander. Return them to the stockpot.

7. Pour the sauce over the noodles and mix gently.

8. Spoon the noodles and sauce into a 9-by-13-inch baking dish. At this point you can let it cool and store it in the refrigerator or freezer to serve later.

9. Bake the mac & cheese in a 350 degree F oven until the dish is heated through. If it has been refrigerated, this may take between 30 and 45 minutes, depending on how cold your refrigerator is. If the casserole was frozen, it could take up to an hour.

   If you made the mac & cheese immediately before baking, skip to step 10.

10. Cover the top of the casserole with breadcrumbs and bake at 350 degrees F for 15 to 20 minutes or until the breadcrumbs are lightly browned.