- 30 minutes
- 40 minutes
- Preheat oven to 350. Cook pasta according to package instructions, less 2 minutes.
- Melt 1/2 cup butter in heavy saucepan or Dutch oven, over low heat. Whisk in flour, salt and pepper until smooth. Continue cooking, whisking constantly, for 1 minute. Gradually whisk in milk. Cook over medium heat, whisking constantly, until thick and bubbly (about 6-10 minutes). Remove from heat.
- Toss cheeses together in large bowl. Set aside 1 1/2 cups, then add remaining cheese and hot pasta to the sauce. Toss to coat. Spoon into lightly greased 13x9 inch baking dish. Top with reserved cheese mixture.
- Toss together melted butter, breadcrumbs and bacon. Sprinkle over cheese mixture.
- Bake 35-40 minutes or until bubbly and golden brown.