I started with a copycat version of the recipe printed in More of America's Most Wanted Recipes by Ron Douglas. But I was not about to buy, much less cook with, Velveeta. Yes, I am that snobby. It's not cheese!
6 T butter
4 T white whole wheat flour
1-1/2 C organic milk
3/4 C organic heavy cream
1/2 lb medium cheddar cheese, shredded
1 tub of marscarpone cheese
freshly ground smoked sea salt and flower pepper
pasta (I used penette), cooked
Make a roux in a medium saucepan with the butter and white whole wheat flour. Whisk in the milk and heavy cream until it begins to thicken into a beciamela sauce. Stir in the cheeses and stir till smooth. Season with salt and pepper. Add cooked pasta and toss till completely covered in cheese sauce. Scoop pasta into an oven-proof dish, sprinkle with paprika, and top with shredded parmesan. Heat in the oven just till the cheese is melted and bubbly.