2 T. Extra virgin olive oil
8 oz. Shitake mushrooms, stems removed, sliced thin
8 oz. Cremini or button mushrooms, stems removed, sliced thin
salt and pepper to taste
8 oz. Broccoli rabe, stems removed, cut into bite sized pieces
1 lb. Orecchiette pasta
1/3 cup butter
1/3 cup flour
3 cups milk
Pinch nutmeg
Pinch cayenne
1/2 lb. Gruyere cheese, grated
1/2 lb. Sharp cheddar cheese, grated

Topping:
1/2 cup Panko bread crumbs
salt and pepper to taste
1 T. dried herbs (thyme, parsley, oregano, etc.)
2 T. butter, melted

Preheat oven to 350. Heat a sauté pan with olive oil. Add mushrooms to sauté pan and season with salt and pepper. Sauté until softened and brown in color. Meanwhile, bring a large pot of salted water to a boil. Blanche broccoli rabe in water until just tender. Remove from water and add to mushroom sauté. Sauté for another 3-4 minutes. Set mixture aside. Bring salted water back up to a boil and cook pasta until al dente. Set aside. In a large stock pot, melt butter on medium heat, then whisk in flour to make a roux. Be sure to cook the mixture a couple minutes to get rid of the raw flour taste. Whisk in milk and stir until it comes to a boil. Once boiling, add nutmeg, cayenne, salt, pepper and cheeses. Stir until the cheese is melted. Add mushrooms, broccoli rabe and orecchiette to cheese sauce – mix well to combine, coating the pasta and vegetables with the sauce. Pour into a deep casserole dish. Prepare the topping: Combine panko, salt, pepper and dried herbs to taste. Melt butter and mix into crumbs with a fork. Sprinkle the topping over the mac n’ cheese. Bake at 350 for 15 minutes until bubbly. After 15 minutes, put the casserole dish on a medium broil to evenly brown the top.