Mushroom Mac and Cheese

Ingredients

• 4 tablespoons butter (divided)
• 1 tablespoon olive oil
• 1 large shallot (finely diced)
• 2 cloves of garlic (diced)
• 1 pound assorted mushrooms
• 0.5 tablespoon fresh thyme leaves (minced)
• 8 ounces short pasta
• 2 tablespoons all-purpose flour
• 2 cups whole milk
• 4 ounces grated sharp white cheddar cheese
• 4 ounces grated smoked gouda
• 0.25 cup panko
• salt
• pepper

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Instructions

1. Cut mushrooms. Keep oyster separate if using.
2. In a large pan over medium heat, meat add 2 tablespoons butter and 1 tablespoon olive oil. Add shallot and cook for 2 minutes. Add all the mushrooms (except oyster if using) and thyme. Season with salt. Cook for 6 - 7 minutes until the mushrooms begin to brown. Toss in the garlic (and oyster if using) and saute for 3 more minutes. Remove from heat and set aside.
3. Bring a large pot of water (salted) to a boil over high heat. Cook the pasta until tender. Reserve 0.5 cups of pasta water.
4. Preheat broiler to high.
5. Meanwhile, in a medium saucepan over medium-low heat melt 2 tablespoons butter. Add the flour and whisk for 2 minutes. Slowly whisk in the milk. Cook for 5 minutes, whisking occasionally to prevent sticking the bottom. Reduce heat to low. Whisk in cheeses and stir until fully incorporated. Season with salt and pepper. Stir in the mushrooms and macaroni. Cook for another 2 minutes until warmed through. Adjust with seasoning if needed. If the mixture is too thick, thin it out with a bit of the reserved pasta water.
6. Transfer the mac and cheese to a medium baking dish or individual baking dishes. Sprinkle the top with panko. Season with salt and pepper. Bake in the broiler for 2 - 5 minutes or until golden brown. Remove from oven. Allow the mac and cheese to sit for 5 minutes before serving. Serve hot.

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Notes

• If you don't want to use the oven, you can make the panko topping on the stovetop. Melt a little butter in a pan over medium heat. Add the panko. Season with salt and pepper. Toast them until they are crisp and golden brown. That way, you can skip the oven step, but still have crispy panko.