1 box macaroni, cooked and drained
3/4 stick of butter
a little over 1/4 c. plain flour
1 c. milk
1c. bouillon, any kind
1 lb. sharp cheddar, shredded
Parmesan cheese, as much as you like
2 tbsp. dried onion flakes
1 1/2 tsp. salt
garlic to taste
1 1/2 tsp. thyme
big pinch ground sage
Italian or poultry seasoning to taste
Cracker/bread crumbs you like--dry Stove Top also works well
Optional additions: diced ham, bacon, mushrooms, diced celery, chili powder, cayenne, fresh tomatoes, more cheese...
In a large saucepan, melt the butter. Stir in the flour with a wooden spoon until you get a pasty texture. Stir, letting the goo get a light brown color. Slowly, bit by bit, add the milk and bouillon, stirring or whisking constantly so it doesn't get lumpy. Let simmer until slightly thickened and creamy. Add 2/3 - 3/4 of the shredded cheddar and 1/2 the parmesan. Stir until smooth, then add the salt and herbs and stir just till blended.
Put the cooked macaroni in a casserole dish. Pour cheese sauce over and stir to mix. Add any optional goodies you like at this time. Top with remaining cheese, crumbs/Stove Top, and bake at 325F for 25 minutes until bubbly. You may need to cover the dish for the first 15 minutes if your oven, like mine, does not have the most perfect distribution of heat.