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Preparation:
Heat oven to 350 degrees F (175 C). Heavily grease a two quart baking dish with butter or oil, set
aside.
Cook pasta in boiling, salted water until just cooked (al dente). Drain, but do not rinse. Transfer to a
large mixing bowl.
Meanwhile, cook butter or canola oil and flour in a large saucepan over medium heat until mixture
thickens, and smells like butter cookies, about 5 minutes. Stir in shallots, and nutmeg. Cook, stirring
frequently, until shallots have softened, about 1 minute.
Whisk in the milk, all at once, and cook, stirring frequently, until sauce comes to a boil, lower heat to
a simmer, and continue cooking, stirring frequently, until sauce thickens considerably, about 8
minutes. Remove from heat, stir in cheese, salt and pepper until cheese melts completely.
Stir together the cooked pasta and the cheese sauce until evenly combined, pour into prepared
casserole dish. Mix together the bread crumbs and olive oil in a small bowl, to coat crumbs evenly.
Spread bread crumb mixture across the top of the casserole.
Bake until casserole is bubbling slightly in the center and bread crumb topping is deep golden
brown, about 40 minutes. Remove from oven and let rest 5 minutes before serving.