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Preheat oven to 350°F. Bring a large pot of lightly salted water to a boil. Add pasta and cook 8 minutes, or about 1 to 2 minutes less than package directions. Drain and set aside.
Meanwhile, in a large saucepan, heat 1 tablespoon butter and the oil over medium heat. Add shallots and cook 3 minutes. Stir in mushrooms and thyme; cook 5 to 7 minutes. Add garlic and cook another 1 to 2 minutes.
Add remaining 1 tablespoon butter to the pot; when melted, sprinkle in flour, whisking for 2 minutes. Pour in milk, whisking until the liquid comes to a boil. Simmer until thickened, about 3 minutes. Remove from heat and stir in cheese, salt and pepper until smooth. Stir in cooked pasta.
Pour the mixture into a 13-by-9-inch baking dish. Bake for 20 minutes, until lightly browned and bubbly.