Mom's Macaroni and Cheese

1 Tbsp. unsalted butter
1 cup fresh French bread crumbs (tear bread into chunks & grind in food processor)
2-3/4 cup milk
1/4 cup all-purpose flour
1 tsp. salt
1/4 tsp. freshly grated nutmeg
2-1/4 cup (9 oz.) grated cheddar cheese
1 cup (4 oz.) grated Gruyere cheese
1/2 lb. elbow macaroni or penne pasta

Heat oven to 350.  Grease 9x13 baking pan with 1 Tbsp. butter.  Melt 2 Tbsp. butter in small skillet over low heat.  Add bread crumbs and saute, stirring constantly, until moistened but not browned set aside. Heat milk in pan over medium heat.  In large saucepan, melt remaining 4 Tbsp. butter over medium heat. Whisk in flour and cook, whisking constantly, 1 minute.  Continue whisking and slowly pour in hot milk. Cook, still whisking until mixture is bubbly and thick.

Remove pan from heat and stir in salt and nutmeg, 1 cup cheddar cheese and 3/4 cup Gruyere. Bring a large pot of salted water to boil. Under cook macaroni, drain and rinse with cold water and drain well. Stir macaroni into the cheese sauce.  Pour mixture into prepared dish.  Sprinkle remaining cheeses and bread crumbs over the top.  Bake until browned on top, about 30 min.  Makes 6-8 servings.