rich 'n cheesy macaroni

This is a great recipe for a more gourmet twist on Mac 'n Cheese. My boys love it and so do most adults... I usually serve it with my recipe of Chicken Fingers with Honey Mustard Sauce and I do it on a day when I'm not too concerned with the future health/weight of my family...

Rich 'n Cheesy Macaroni

2 1/2 cups uncooked macaroni
6 Tbsp. butter, divided
1/4 cup flour
1 tsp. salt
1 tsp. sugar
2 cups milk
8 oz. Velveeta cheese
1 1/3 cups cottage cheese
2/3 cup sour cream
2 cups shredded cheddar cheese
1 1/2 cups soft bread crumbs

Cook and drain macaroni. Place in a greased 2 1/2 qt. baking dish. In saucepan, melt 4 Tbsp. butter. Stir in flour, salt and sugar until smooth. Gradually stir in milk. Bring to boil; cook and stir for 2 minutes or until thickened. Reduce heat, stir in Velveeta until melted. Stir in cottage cheese and sour cream. Pour over macaroni. Sprinkle with cheddar cheese. Melt remaining 2 Tbsp. butter and toss with bread crumbs; sprinkle over top. Bake, uncovered, at 350 degrees for 30 minutes ore until golden brown. 6-8 servings.

Warning: excessive amounts of dairy and fat - please exercise caution... or maybe just plain exercise after eating!!