Categories: Pasta

Ingredients

• 16 oz uncooked elbow macaroni
• 4 slices hearty white bread, torn into large pieces
• 6 tbsp. butter, cubed and divided
• 1/2 cup grated Parmesan
• 1 tsp salt, divided
• 1 tsp pepper, divided
• 1/4 cup finely chopped onion
• 1 tsp ground mustard
• 1/4 tsp cayenne pepper
• 1/4 cup flour
• 3 cups whole milk
• 2 cups half-and-half cream
• 1 cup cubed Velveeta
• 8 oz block sharp Cheddar, shredded
• 8 oz block Monterey Jack, shredded
• 1 tsp Worcestershire

Directions

1. Preheat oven to 400. In a stockpot or Dutch oven, cook pasta as directed for al dente; drain and return to pan. Pulse bread, 2 tbsp. butter, Parmesan, 1/2 tsp salt and 1/2 tsp pepper in a food processor until coarsely ground.

2. Meanwhile, in a large skillet over medium heat, melted remaining butter. Add onion and cook until tender, about 3 minutes. Add ground mustard and cayenne; stir until blended. Stir in flour until smooth, about 3 minutes. Slowly whisk in milk and cream; bring to a boil. Reduce heat to medium-low; simmer, stirring constantly, until thickened, about 5 minutes. Remove from heat; stir in Velveeta. Add remaining cheeses a handful at a time, stirring until the cheese is melted. Add Worcestershire and the remaining salt and pepper. Pour over pasta; toss to coat.

3. Transfer pasta to a greased 13×9-inch baking dish. Sprinkle bread crumbs over top of casserole. Bake until topping is golden brown and sauce is bubbly, 10-12 minutes.

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