8 tbsp. unsalted butter (I use 1 stick butter)
6 slices bread, torn into pieces
5 1/2 c. milk
1/2 c. flour
2 tsp. salt
1/4 tsp. nutmeg
1/4 tsp. black pepper
4 1/2 c. grated sharp white Cheddar cheese
2 c. grated Gruyre cheese
1 1/2 to 2 lb. macaroni

Melt 2 tablespoons of butter. Put the bread in a medium size bowl and pour over the melted butter; toss well and set aside.

Melt the remaining 6 teaspoons of butter in a very large high sided skillet. When butter melts, add the flour and whisk stir 1 minute, then pour in the milk; whisk constantly until the mixture bubbles and becomes thick. Remove from heat. Stir in salt, pepper, nutmeg and 3 cups of Cheddar and 1 1/2 cups Gruyre until melted. Set aside. Cook macaroni 2 to 3 minutes less than manufacturer's directions so it is undercooked (soft outside, undercooked inside). Rinse with cold water; let drain well. Pour macaroni and cheese sauce in 3 to 4-quart casserole. Sprinkle the remaining cheese and bread crumbs over the top.

Bake at 375°F until top is brown, about 30 minutes.