Easy Stovetop Mac and Cheese

original recipe from Cooking Light, April 2013

adapted by There's Always Thyme to Cook

1 box elbow macaroni

2 cups 1% low-fat milk

3 tablespoons all-purpose flour

1/2 teaspoon black pepper

dash of ground red pepper

3/4 cup Velveeta cheese, cut in chunks, or shredded

2/3 cup extra-sharp cheddar cheese, shredded

1/4 teaspoon kosher salt, more or less to taste

1/4 cup fresh breadcrumbs (I used brioche)

Preheat broiler.

Cook pasta according to package directions; drain.

While the pasta cooks, combine milk, flour, and red and black peppers in a saucepan, stirring with a whisk. Bring to a boil; keep stirring, cook until thick, about 4 minutes. Remove from heat.

Add cheeses and salt; stir until smooth. Add pasta, and stir to coat. Spoon mixture into a baking dish. Sprinkle breadcrumbs evenly over top; broil 2 minutes or until browned. Watch carefully so the breadcrumbs don't burn.