Cook 1.5 cup elbow macaroni in boiling, lightly salted water till al dente; drain, rinse with warm water & set aside.
In a pasta pan melt 4T butter, blend in 4T flour. Slowly whisk in 2 cups milk & stir constantly till thick & bubbly.
Add 1 tsp salt & pepper to mixture.
Add 2 c. shredded cheddar cheese until melted.
Toss in cooked macaroni blending well. Pour into a lightly greased 1.5 quart casserole dish.
Sprinkle top with bread crumbs.
Bake at 350 for 35-40 minutes till bubbly on top.
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