By making the milk, cheese sauce, the cheese really sticks to the macaroni.

6 ounces dried macaroni noodles
4 tbsps butter (split into 2 tbsps each)
2 tbsps flour
1 1/4 cups milk
1 cup shredded Sharp cheddar cheese (can be mild or extra sharp your preference)
1/4 cup dried fine bread crumbs (unseasoned)
2 tbsps grated Parmesan cheese
pinch nutmeg (optional)
pinch red pepper (optional)

Boil the macaroni noodles according to package directions and drain. While the macaroni noodles are cooking melt 2 tbsps of butter in a saucepan. When melted mix in flour well and cook for 1-2 minutes. Slowly add milk to flour mixture and mix well. Add nutmeg and red pepper if you like (adds a little for flavor). Cook about 4-5 minutes or until milk begins to thicken. Add grated cheese and cook until all of the cheese is melted. Melt other 2 tbsps of butter in microwave. When done add bread crumbs and Parmesan cheese to form a bread crumb topping. Mix the macaroni and cheese sauce together. Pour into individual oven proof dishes. Top each dish with bread crumb topping. Cook at 500 degrees for 5-6 until top is lightly browned.

I tried several recipes for mac and cheese, but melting the cheese into hot milk is the secret to great macaroni and cheese.

I also love to make my macaroni and cheese with sharp cheddar and a whole wheat elbow macaroni noodle, but have made it with a penne whole wheat pasta as well. Could probably use shells.