cast of characters:
2 cups elbow macaroni (7 ounces)
1/4 cup butter
1/4 cup all-purpose flour
1/2 tsp sea salt
1/4 tsp ground black pepper
1/4 tsp ground mustard
Pinch of paprika, thyme, cayenne pepper
5 cloves garlic, minced
1/4 tsp Worcestershire sauce
2 ¾ (or more) cups milk
2 cups shredded sharp cheddar cheese
4 oz cream cheese
Italian seasoned bread crumbs
1. Heat oven to 350.
2. Cook macaroni as directed on package
3. While macaroni is cooking, melt butter in a 3 quart saucepan over low heat. Stir in flour, salt, pepper, Worcestershire, garlic, and spices, to taste. Cook over low heat, stirring constantly, until mixture is smooth and bubbly. Stir in milk and heat to boiling, stirring constantly. Boil and stir one minute. Remove from heat. Stir in cheese and cream cheese until melted.
4. Add cheese sauce to drained macaroni. Pour into an ungreased 2 quart casserole. Sprinkle seasoned bread crumbs over the top. Bake uncovered 20 to 25 minutes or until bubbly.