Baked Macaroni and Cheese

Mom's Baked Macaroni and Cheese

Sauce: (can be made a day ahead)
Melt 4 tbs butter over med heat. Whisk in 4 tbs flour. Remove from heat, add 2 c milk while whisking to mix in. Return to heat, bring to simmer whisking instantly. Simmer for 1-2 minutes.

Add 1 bay leaf, 1 small onion minced, and 1/4 tsp paprika. Simmer gentle 15 minutes, stirring often.

Remove from heat. Discard bay leaf. Stir in 1 1/2 c shredded cheddar. Season to taste with salt and white pepper and 1/4 tsp nutmeg.

Boil just under tender 2 c of noodles in salted water. Drain. Stir in sauce. Pour 1/2 into greased baking dish. Spring with 1/3 cup cheddar. Layer remaining noodle mixture over and top with 1/3 c more cheese. Sprinkle top with 1/2 c buttered bread crumbs. Bake at 350* for about 30 minutes until top is browned. Let stand at least 5 minutes before serving.