12 med. potatoes
1/3 c. butter
1/3 c. flour
2 1/4 c. light cream (skim milk can be used)
1/8 tsp. pepper
1 c. (4 oz.) shredded Cheddar cheese
1/4 c. bread crumbs

Boil potatoes 20 to 30 minutes until fork tender. Cool to room temperature. Melt butter; add flour and stir with a whisk over medium heat gradually adding cream (or milk) until thick and bubbly (no lumps). Add pepper. Gently stir in diced potatoes. Spread evenly in a greased dish. Sprinkle cheese evenly over top. Sprinkle bread crumbs over cheese.

Bake at 375 degrees for 25 minutes until browned and bubbling slightly.