Macaroni and Cheese

For the topping:

2 tablespoons butter

2 cups panko bread crumbs

3 ounces coarsely grated extra-sharp Cheddar

1/2 cup grated parmesan

For macaroni and sauce:

1 stick butter

6 tablespoons all purpose flour

5 cups fat free milk

16 ounces coarsely grated extra-sharp Cheddar

1/2 cup grated parmesan

19 ounces elbow macaroni

Preheat oven to 400 degrees with rack in the middle

For the topping, melt the 2 tablespoons of butter, Combine the panko and cheese until combined well, mix in melted butter.  Set aside.

Get the macaroni going in a big pot of boiling water.  You will want to cook it al dente and be sure to reserve one cup of the pasta water.  While that cooks melt the 1 stick of butter in a medium saucepan over medium low heat and then stir in flour.  Cook roux, stirring, three minutes and then whisk in milk.  Bring sauce to a boil, whisking constantly, then simmer, whisking occasionally. 3 minutes.  Stir in the cheeses, 2 teaspoons salt and 1/2 teaspoon pepper until smooth.  Remove from heat.  

When the pasta is done, drain it (don't forget to reserve one cup of the cooking water) and return it to the pot.  Stir in the cheese sauce and the cup of water.  Mix well and then put in your baking dishes (I sprayed the baking dishes lightly with olive oil).  It is a very soupy mixture (but don't worry, it bakes up perfectly) - you may want to ladle it into the baking dishes.  Spread the topping evenly on the macaroni  and bake until golden and bubbling, 20-25 minutes.

The original calls for putting it in two 2 qt baking dishes but I prefer to use a shallower pan so I can spread out more of that topping!  You can make one large dish and then a couple of smaller ones to freeze.  It's pretty flexible.