1 lb. cavatappi pasta (or pasta of your choice)
1/2 c. butter
1/2 c. flour
4 c. milk
6 c. freshly shredded sharp or white Cheddar
1 T. salt
1 T. pepper (maximum, to taste)
2 T. butter
1/2 c. panko bread crumbs
Boil pasta in salted water according to package directions. Melt butter in large saucepan over medium heat. Sprinkle in flour and whisk and cook 2-3 minutes. Add in salt and pepper. Slowly pour in 4 c. milk whisking until smooth and heating to a low boil until thickened. Do not stop until thick. Remove from heat.
Grease a 9×13″ baking dish and add the hot pasta to the dish. Over the top sprinkle 6 c. of freshly shredded cheese. Pour the thickened cream sauce over the hot pasta and cheese and let it sit until the cheese melts. Stir everything together.
Melt 2 T. butter over medium heat. Add in panko bread crumbs, stirring constantly 3-5 minutes or until golden brown. Pour over the mac and cheese.
Bake in a preheated 325 degree oven 12-15 minutes.