Ingredients:

• Extra Virgin Olive Oil

• Salt

• 8 oz Elbow Macaroni

• 2 cups Milk

• 4 Tbsp Butter, divided

• 1/4 cup Flour

• 6 oz Gruyere Cheese, shredded

• 4 oz Extra Sharp Cheddar Cheese, shredded

• 1/4 tsp pepper

• 1/4 tsp nutmeg

• 12-16 oz cherry tomatoes, halved

• 3/4 cup Panko Breadcrumbs

Instructions:

1. Preheat oven to 375 degrees.

2. In a large pot boil water and a large dash of salt. Once boiling add a drizzle of olive oil.

3. Add the macaroni to the pot of boiling water and cook according to the instructions on the box (usually 6-8 minutes). Drain well once done.

4. Meanwhile, heat the milk in a saucepan (be careful not to boil).

5. In a separate large pot melt 3 Tbsp butter and add the flour. *note pot should be large enough to fit the pasta

6. For the butter/flour combination, reduce the heat to low and whisk for 2 minutes.

7. While whisking the butter/flour combination, pour in the hot milk. Continue to whisk for 1-2 minutes until thickened and smooth.

8. Remove from heat and add the cheddar, gruyere, 1/2 tsp salt, and nutmeg.

9. Add the cooked macaroni and stir well.

10. Pour into a baking dish (or a large pot, I typically use a small dutch oven).

11. Arrange the tomatoes on top.

12. Melt the remaining Tbsp of butter and combine with the bread crumbs. Sprinkle on top of the tomatoes.

13. Bake in the oven for 30-35 minutes until the sauce bubbles and the bread crumbs are browned.