1/2 pound medium pasta shells (I usually make a full pound, otherwise there is just too much sauce). I have also used fortified penne and even rigatoni. Use the shape you like, believe me, it won't make a difference!
2 3/4 cups whole milk
1/2 cup unsalted butter
1/2 cup all purpose flour
1 teaspoon salt
1/8 teaspoon ground black pepper
1/8 teaspoon ground nutmeg
1/8 teaspoon cayenne pepper
2 1/4 cups (packed) grated white cheddar cheese (8 ounces)
3/4 cup (packed) grated Gruyere cheese (about 4 ounces)
1/2 cup (packed) grated Fontina cheese (about 3 ounces
6 Tablespoons panko (Japanese breadcrumbs)
Cook pasta in large saucepan of boiling salted water until just tender but still firm to the bite, stirring occasionally. Drain.
Meanwhile, bring milk to simmer in heavy medium saucepan over medium-high heat. Remove from heat. Melt butter in heavy large saucepan over medium heat. When butter foams, add flour. Stir until pale golden, about 1 minute. Whisk in hot milk. Cook over medium heat until thick and bubbling, stirring occasionally, about 2 minutes. Remove from heat. Stir in salt, black pepper, nutmeg and cayenne. Add cheeses and stir until melted and smooth.
Preheat boiler. Add pasta to cheese sauce and toss to coat.
Divide pasta mixture between six 1 1/4-cup custard cups (or in a casserole). Sprinkle with breadcrumbs. Broil until crumbs are golden brown, about 1 minute. Serve.
I also make this ahead and heat for about 30-40 minutes at 350, adding the breadcrumbs at the end and broiling them right before serving.
Add some tomatoes or steamed broccoli and you are in business!
Recipe from Bon Appetit, January 2002, so you know it is good!