by Megan Winfrey

Is there truly anything better than mac n' cheese? I'm not talking about the stuff in the blue box - I'm talking about the rich, thick, ooey gooey, topped with bread crumbs, fancy cheese type of mac. The kind you'd willingly pay $15 for. If you're like me and have to order the house mac n' cheese at every new restaurant you try, than this recipe is for you. And if you're the kind of person who thinks mac n' cheese is just for kids, then this recipe is also for you - because my baby girl devoured it. But if you're the kind of person who doesn't much care for the combination of pasta, cream, and cheese...than I am so, very sorry.

Fennel Mac N' Cheese

• 1 c. uncooked elbow noodles
• 1 fennel bulb, chopped
• 1 1/2 tbs. flour
• 1 1/2 c. milk
• pinch of black pepper
• 1 tsp. sea salt
• 1/2 tsp. nutmeg
• 5 oz. fontina cheese, shredded
• 4 tbs. parmesan cheese, shredded
• 3 tbs. breadcrumbs
• 1 tsp. paprika
• olive oil

Prepare the pasta to al dente. While the pasta cooks, heat 1 tbs. olive oil in a pan and caramelize the fennel on medium for about 10 minutes. Stir often to keep from sticking. Set aside once finished. In the same skillet, add 2 tbs. olive oil on low heat. Add the flour, stirring constantly for about 2 minutes, to make a paste. Slowly whisk in the milk until all lumps are gone. Add the black pepper, salt, and nutmeg, then turn the heat up to medium. Whisk slowly to keep the mixture from burning on the bottom until it thickens. Add the fontina and 1 tbs. of the parmesan cheese, stir until smooth. Stir in the caramelized fennel. When the macaroni is al dente, drain it and stir into the cheese sauce.

Heat 1 tbs. olive oil over medium in a skillet. Add the breadcrumbs, remaining parmesan, and paprika, toss to coat. Brown on low for a few minutes, stirring often, until the breadcrumbs turn a deep brown and become crisp.

Spoon the mac n' cheese into a small dish, top with the breadcrumbs, and serve.