Boil your pasta per package directions; drain.

While your pasta is boiling, in a sauce pan mix the butter and the flour, cooking for 1 minute. What I found fascinating is that the entire recipe begins with a Basic Roux. I really think that makes a huge difference in flavor.

Once you have the flour and butter together, add in the milk, the cream and all of the seasonings. Using your whisk, whisk until it is all smooth.

Add in the cream cheese and stir until melted. The mixture will start to thicken. Now add all the shredded cheese. Continue stirring until everything is completely melted and combined.

Drain your pasta and then transfer it to a large bowl. Pour the cheese sauce over the top and toss the sauce and pasta together.

As a final touch you can add bacon pieces in and mix.

We loved this recipe. It was so flavorful, so delicious, and just like Lark, we did only one small modification. She added Jalapeno Juice to hers, we topped ours with a sprinkling of Cajun Seasoning. At any rate, with or without the modifications, it was absolutely delicious.