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Best Mac and Cheese Ever!!

1 lb uncooked noodles (I like the shells but anything kind will work)
12 cup butter
12 cup all-purpose flour
1 teaspoon salt
12 teaspoon pepper
12 teaspoon ground mustard
1 tablespoon Worcestershire sauce
1 pinch ground cayenne pepper (optional)
4 cups whole milk or 4 cups half-and-half
1 lb shredded sharp cheddar cheese
12 cup Italian style breadcrumbs
2 tablespoons of melted butter


Heat oven to 350 degrees F. Cook noodles as directed on box. While noodles are cooking, melt butter in saucepan over low heat. Stir in flour, salt, pepper, mustard, Worcestershire sauce and cayenne pepper. Cook over medium low heat, stirring constantly, until mixture is smooth and bubbly; remove from heat. Stir in milk. Heat to boiling, stirring constantly. Boil and stir 1 minute-mixture will thicken. Stir in cheese. Cook, stirring constantly until cheese is melted. Drain rinsed noodles. Gently stir into cheese sauce. Pour into un-greased 4-quart casserole. Stir together bread crumbs and butter and sprinkle over the top of the Mac and Cheese. Bake uncovered for 20-25 minutes until bread crumbs are toasted and cheese is bubbly.

Source: www.food.com