1 pound medium pasta shells
5 tablespoons unsalted butter, divided
1 cup heavy cream
8 oz Fontina cheese, shredded
salt
pinch of freshly grated nutmeg
1/3 cup panko bread crumbs
1/4 cup freshly grated Parmesan cheese

1 pound medium pasta shells 5 tablespoons unsalted butter, divided 1 cup heavy cream 8 oz Fontina cheese, shredded 1/3 cup panko bread crumbs 1/4 cup freshly grated Parmesan cheese

Preheat oven to 400 F. In a large pot of boiling, salted water, cook the pasta according to the package directions until it just about al dente.

Meanwhile, add 4 tablespoons of the butter (cut into 4 pieces) to a large bowl. Warm the cream in a small saucepan (or in your microwave) and cover to keep warm.

Once it is cooked, drain the pasta then add it to the bowl with the butter. Stir to melt the butter and coat the pasta. Add the cream and the cheese and mix until the cheese starts to melt. Add the nutmeg and finally, the salt to taste.

Transfer the pasta mixture to a baking dish (I used a 2 1/2 qt dish) that's been lightly sprayed with cooking spray. Melt the remaining tablespoon of butter in a small bowl in your microwave then add the panko bread crumbs and Parmesan cheese to the bowl. Stir to coat with the melted butter. Sprinkle the mixture over the pasta.

Bake for about 20 minutes, or until the sauce is bubbling and the topping turns golden brown.