Brown Butter Macaroni and Cheese


12 oz. macaroni
9 Tbsp. butter, divided
2 Tbsp. flour
²∕³ cup milk
¾ cup grated white cheddar
¼ cup shredded Parmesan
½ cup breadcrumbs, preferably fresh


• Cook the pasta according to package directions, drain and set aside.
• Meanwhile, prepare the cheese sauce. In a medium saucepan over medium heat, melt 6 tablespoons butter, whisking frequently. The butter will foam, then subside. Watch carefully as brown specks begin to form at the bottom of the pan, so it doesn’t burn. When the specks are light brown and the butter has a nutty aroma, about 4 minutes, immediately whisk in the flour until smooth, then add the milk and whisk until slightly thickened. Add the cheddar and Parmesan and continue to whisk over medium heat until smooth.
• Pour the cheese sauce over the cooked macaroni, then transfer to a large baking dish. 
• Place the rack in the center of the oven and preheat the broiler.
• In a small bowl, microwave the remaining 3 tablespoons butter until melted, about 30 seconds. Stir in the breadcrumbs, then sprinkle over the macaroni and cheese. 
• Broil the macaroni and cheese until the top is slightly browned, 5 to 8 minutes.