MUSHROOM FONDUE MAC 'N CHEESE

It smelled so good when it came out of the oven,  we had to eat it before any picture taking could happen.

1/2 lb. (8 oz.) Whole wheat elbow macaroni, cooked al dente
2 tbsp. olive oil
1/2 lb. Mushrooms, sliced
1/2 onion, diced
2 Tbsp. Red Bell pepper, diced
1/4 lb. Emmenthaler or Gruyere cheese, coarsely grated
3 Tbsp. butter
3 Tbsp. Flour
2 cups Milk, heated
Salt and Pepper
Grated Nutmeg
3 Tbsp. Kirschwasser
1/2 cup Panko breadcrumbs

1/2 cup grated Asiago or Parmesan cheese

Saute the mushrooms, onion, and pepper in the olive oil until onion is soft and translucent.  Put into a buttered 8" x 12" rectangular glass baking dish along with the cooked pasta.
Make the creamy sauce by melting the butter in a saucepan and stirring in the flour.  Cook together for a few moments until the flour gets hot.  Pour in the hot milk and season with salt, pepper and a generous grating of nutmeg.  Cook until thickened.  Add the Kirschwasser and cook a minute.
Mix the sauce into the pasta, fold and stir to combine completely.  Stir in the grated Emmenthaler or Gruyere cheese.  Top with the bread crumbs and Asiago cheese; dot with butter.  Bake at 350 degrees F. for about 30 minutes, or until the top is lightly browned and the filling is bubbling hot.