• 1 pound elbow macaroni
• 5 tablespoons of unsalted butter
• 4 cups of whole milk
• 1 cup heavy cream
• 1 medium onion, cut in half with two cloves stuck in each half
• 4 cloves of garlic
• 1 bay leaf
• 3 sprigs of fresh thyme
• 1 teaspoon dry mustard
• 3 tablespoons all-purpose flour
• 1 cup grated sharp Cheddar cheese
• 1 cup grated mild Cheddar cheese
• 8 ounces sharp Cheddar cheese, cubed (sold as snack cubes at Kroger)
• 3/4 cup shredded Pepper Jack cheese (I grated this myself)
• 1/2 cups shredded Parmesan
• Kosher salt and freshly ground black pepper

• 1/2 cup of Panko bread crumbs
• 2 tablespoons of melted butter
• 1/4 cup of chopped parsley

Cook the macaroni in a large pot of boiling salted water until done, about 5 to 7 minutes. Drain and toss it with 2 tablespoons butter; set aside.

Heat the oven to 350 degrees F.

Coat a large baking dish with butter and set it aside. Put the milk and heavy cream into a saucepan and add the clove studded onion, garlic, bay leaf, thyme, and mustard. Warm over medium low heat until the milk starts to steam, about 10 minutes. Remove from the heat and let the flavors infuse while you make the roux.

In a large pot over medium heat add 3 tablespoons butter and 3 tablespoons of the flour. Cook, stirring, for about 2 to 3 minutes; don't let the roux color. Strain the infused milk onto the roux, whisking constantly to avoid lumps. Cook, stirring often, for about 5 minutes until the sauce is thick. Remove from the heat and add 1/2 the grated Cheddar, all the Pepper Jack and 1/2 the Parmesan; stir until it is melted and smooth (I used my emersion blender). Taste and adjust seasoning with salt and pepper.

Pour this over the macaroni, add the chunks of Cheddar, and mix until well blended; put this into the prepared baking dish. Sprinkle the remaining Cheddar and Parmesan cheeses evenly over the top. Mix the bread crumbs, parsley and melted butter and then sprinkle over the cheese.

Bake until the top is golden and crusty, about 25 to 30 minutes.