
I'm not saying that this is the best old fashioned baked macaroni and cheese...but I'm also not saying that it isn't. Creamy, cheesy, and decadent without being sickeningly rich, this shell mac and cheese recipe will have everyone fighting for seconds!
Preheat the oven to 350 degrees.
In a medium saucepan, melt butter over medium heat.
Add flour and whisk until no lumps remain. Cook for 2 minutes stirring often.
Whisk in milk, salt, pepper, garlic powder and nutmeg.
Cook for 5-7 minutes stirring the entire time until the sauce has thickened enough to coat the back of a spoon.
Turn off the heat and add 2 cups shredded cheddar cheese. Whisk until the cheese has melted and the sauce is smooth.
Mix well with cooked pasta and pour the pasta mixture into an 11" x 7" baking pan. Sprinkle the top with remaining cheddar cheese and panko bread crumbs.
Bake uncovered for 20 minutes and serve immediately.