• Cooking Time: 55
• Servings: 10 to 12
• Preparation Time: 90
• 24 ounces elbow macaroni
• 1 cup butter = 2 sticks
• 8 Tablespoons all purpose flour
• 4 teaspoons dry mustard
• ½ teaspoon ground cayenne pepper
• 6 cups milk
• 3 pounds shredded sharp Cheddar & Monterey Jack Cheese mix
• Topping:
• 2 cups Parmesan cheese, grated
• 1 cup Italian Seasoned bread crumbs

1. Preheat oven to 350ºF and use buttery cooking spray in a 19½ x 12 inch baking pan.
2. Bring a large pan of unsalted water to a boil, add the macaroni and cook until tender firm (al denté). Drain and rinse in cool water.
3. Meanwhile in a large saucepan melt the butter over moderate high heat. Stir in the flour, mustard and cayenne pepper and cook for 1 minute or until bubbly. Gradually whisk in the milk and cook, stirring occasionally for 5 minutes or until thickened.
4. Add the cheese, stirring constantly for 5 minutes more or until melted and smooth. Remove from heat.
5. Place the cheese mixture in a large stainless steel bowl, then add the macaroni, and toss to coat well. Spoon into the baking pan.
6. In a small bowl mix the bread crumbs with the Parmesan cheese and sprinkle on top of the macaroni mixture.
7. Bake uncovered for 55 minutes or until bubbly and golden.

My wife, Kathie, first made it for our niece Monique, then I decided to make it for a men's breakfast at our church (West Valley Christian Church). Kathie didn't think mac and cheese would be a good idea for breakfast, but she was wrong this time, because it was a hit. We have made Macaroni and Three Cheeses several times for the men's breakfasts.