Prep. Have all of your ingredients lined up and ready to go, including the chicken broth. If you make yours from a bouillon or bouillon paste, now is the time to mix it up.
Butter. In a large saucepan, over low heat (don't let this get away from you) melt the butter in a small saucepan. Stir to prevent burning or browning.
2 Tablespoons butter
Flour. As soon as the butter is melted, whisk in the flour to make a roux. Continue to whisk over low heat for about 1 minute to cook the flour. This mix will get frothy and should remain a pretty yellow color. If the mix turns brown, abort and start over. It's better to do this now, then to end up with a burnt flour taste in your sauce.
2 Tablespoons flour
Cream. While continuing to whisk the roux, slowly pour in the heavy whipping cream. Over medium low heat, mix until well combined. Increase the heat to medium low until the roux is slightly thickened and bubbly. This will make a smooth, white sauce that will be runny but coat the back of a spoon.
2 cups heavy whipping cream
Broth. Next, gradually whisk in the chicken broth. We want to turn this base for mac n' cheese into a thinner version for spoon slurping soupy goodness.
1 1/4 cup chicken broth (I make this with water and a bouillon paste)
Cheese. Add the cheeses; reduce the heat back to low and stir until the cheese is completely melted and the sauce is smooth and creamy. This will take several minutes, keep stirring.
Season. Add in ground black pepper and nutmeg (optional).
1/4 teaspoon fresh ground black pepper, 1/2 teaspoon nutmeg