Delicous Yes - Healthy No.

I had a potluck to welcome the incoming members of my journal's executive board. There are many vegetarians, so I decided to go with mac & cheese. After browsing many many recipes, here's the one i settled on. The primary source is Saveur, but I made a number of modifications.

Ingredients
6 tbsp. butter
6 tbsp. flour
1⁄2 tsp. cayenne pepper
Salt and freshly ground white pepper
3 3⁄4 cups hot skim milk
2 cups grated extra sharp cheddar
2 cups grated gouda
1 lb. short macaroni, cooked - I used fusili which i actually think is better.
1 cup fresh bread crumbs.

1. Preheat oven to 350°. Boil the pasta.

2. Make the bread crumbs. I used very crunchy french bread. I put it in the Cuisinart. I sauteed them with a bit of olive oil and salt and garlic powder to taste.

2. Melt 6 tbsp. butter in a medium stainless-steel saucepan over low heat. Add flour and cook, stirring constantly, for about 4 minutes (flour mixture must foam as it cooks, or sauce will taste of raw flour).

3. Stir in cayenne and season to taste with salt and pepper. Whisk in hot milk, 1/2 cup at a time, and cook, stirring, until sauce thickens. Reduce heat to low and stir in 1 cup of gouda and 1 cup cheddar. Cook, stirring, until cheese melts, about 2 minutes. Season sauce with a bit of salt - about 1/4 teaspoon, more if you like.

4. Sprinkle 1/2 cup of remaining cheese in bottom of greased 9 x 13 baking dish. Place half the pasta on top of that. pour in half of the sauce. repeat.

5. Bake for about 30 minutes. You can cook it longer, if you want, just dont let it burn (yes, this is my motto).