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1
Preheat oven to 350 F. Grease an 8 x 11 casserole dish with butter.
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2
Set aside.
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3
Cook macaroni according to package instructions for al dente.
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4
Place 3 tablespoons of butter in a large saute pan over medium heat.
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5
Add onion and saute until golden brown and caramelized.
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6
Add garlic and stir it around for another minute.
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7
Add flour and stir, cooking the flour for about 30 seconds and making sure not to burn it.
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8
Slowly add milk 1/4 cup at a time; about 30 seconds between additions.
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9
Stir well and cook until flour mixture has absorbed all of the milk.
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10
Bring the mixture to a simmer and add mustard, pepper and smoked paprika.
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11
Then lower heat to low and cook until thickened, about 3 minutes.
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12
Add cheese, reserving 1 cup of cheese for the top of the casserole.
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13
Add the cooked and drained macaroni and stir well to cover all the nooks and crannies of the macaroni.
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14
Place the mixture into the greased casserole dish and cover with remaining cheese.
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15
For the topping: Melt the 2 tablespoons butter in the microwave.
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16
Then add the panko bread crumbs and mix until evenly coated.
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17
Spread evenly over the top of the macaroni and cheese.
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18
Bake for 35-40 minutes until bubbly and golden brown.
