This was a happy accident based on the cheeses I had in fridge today. You can save yourself a pan to wash by boiling the macaroni in the same saucier you build the sauce in (I would recommend 3 qt. for the amounts I used, it worked perfectly!). This made 6 good side dish servings, probably 4 main dish servings. Topping this with slices of a good tomato would be excellent as well.