Rustic Macaroni and Cheese

For the casserole:
1 pound whole wheat macaroni noodles
1 carrot, cut in half lengthwise and sliced thinly
1 celery stalk, sliced thinly
3 shallots, sliced thinly
3 cloves garlic, minced
2 tsp fresh thyme leaves
2 1/2 tb butter
1 cup milk
1/2 cup heavy cream
1 1/2 cup grated gruyere
1 tb fresh chives, chopped
1 tb fresh flat leaf parsley, chopped

For the topping:
1 1/2 cup bread crumbs
1/4 cup grated parmesan
1 tb fresh chives, chopped
1 tb fresh flat leaf parsley, chopped
1/2 tb room temperature butter

Boil water and cook macaroni. Set aside. Meanwhile, in a heavy bottom, oven-safe pot, saute carrots in 2 tb butter over medium-low heat. Add shallots and celery and continue to saute until just softened. Add garlic and thyme and cook until fragrant. Next, combine grated gruyere, milk, cream and sour cream. Pour milk mixture into the vegetable mixture and cook over low heat until slightly reduced. Pour in the cooked macaroni and stir to coat. Add parsley and chives and stir to incorporate. Salt and pepper to taste.

Mix breadcrumbs with parmesan, parsley and chives. Use your fingers to work butter into the mixture.

Use a wooden spoon or spatula to spread the macaroni out in the dutch oven so the top is even and flat. Cover with breadcrumb mixture. Bake at 400 degrees for 10 minutes, then broil for a couple minutes or until the topping has browned.