Roast jalapenos directly over stove top gas burner or under preheated broiler, turning with tongs, until skins are blistered all over.

Transfer pepper to small plastic bag and let stand. When cool enough to handle, remove and discard stems, skin and seeds. Chop flesh into fine dice and set aside. (I didn't go to this much trouble and used about 4 Tbsp of diced jalapenos!)

Cook bacon in skillet until lightly browned (I used about 8 slices), transfer with slotted spoon to small bowl. Add breadcrumbs, along with small amount 3-4 Tbsp) of bacon fat to moisten, combining well.

In medium saucepan melt butter over low heat. Add flour and whisk to combine. Let cook, stirring, for 2 minutes.

Gradually whisk in milk. Continue cooking, stirring often, until sauce is simmering and thickened. Let sauce bubble gently until quite thick, about 10 minutes longer, stirring often so it doesn't scorch on bottom.

Remove from heat and stir in chedder, when cheese is melted, season with salt as needed.

Preheat oven to 350°F. Cook pasta in large pot of boiling salted water until all dente. Drain and return to pot. Add cheese sauce and reserved jalapenos and stir together.

Transfer pasta to 2-quart baking dish or individual ramekins. Top with breadcrumb mixture. Bake for 25-30 minutes or until browned on top and bubbling throughout.

Estimated: Calories 594. Total fat 33g. Cholesterol 100mg. Sodium 852mg. Carbohydrates 43g. Protein 29.5g. Calcium 500mg