An egg and milk mixture make this is a rich, custard-like macaroni and cheese casserole.
- Cook macaroni according to package directions in boiling salted water; drain and set aside.
- Combine milk, 3 tablespoons melted butter, the flour, salt, pepper, and eggs in a mixing bowl; whisk until smooth and well-blended.
- Layer half of cooked macaroni in bottom of a shallow, buttered 2-quart baking dish; sprinkle with 2 cups cheese and top with remaining macaroni.
- Pour milk and egg mixture over macaroni.
- Toss breadcrumbs with remaining 1 tablespoon melted butter; sprinkle bread crumbs over the top of macaroni and cheese mixture.
- Bake macaroni and cheese at 350 F, uncovered, for about 45 to 50 minutes; sprinkle with remaining cheese and continue baking for about 5 minutes longer, or until it is set.