Macaroni and Cheese

My brother loves macaroni and cheese, or rather he loves my mom's macaroni and cheese. It does taste good but the thing that's really amazing about it is that it tastes nothing like cheese.  She uses so much shredded cheddar in it and for the life of me I have no idea how she sucks the cheese flavor out of it but I digress.  This is MY macaroni and cheese and you can definitely taste the cheese.  It's based loosely on a german cheese spread called obatzda.

8 oz Brie or camembert
12 oz shredded cheese (a mixture of cheddar, gouda, and or mozzarella, smoked or not smoked, whatever you like)
2 tbsp butter, room temperature
4 oz cream cheese, at room temperature
4 slices thick cut bacon
1 tsp mustard
1/2 tsp pepper
1 clove garlic, finely chopped
1/4 tsp freshly grated nutmeg
1/4 cup wheat beer
1 tsp lemon juice
1 egg, beaten
2 leeks, shredded
1/2 lb dried elbow macaroni
3/4 cup panko bread crumbs (or crushed cheese crackers)
salt

1. cook the pasta in boiling salted water until just shy of al dente (it'll finish cooking in the oven)
2. remove the rind of the brie/camembert, combine in a bowl with the butter, cream cheese, mustard, pepper, nutmeg, and garlic. use a fork to mush them into a homogenized paste. Thin the cheese mixture with the beer and lemon and then mix in the beaten egg.
3. fry the bacon until crispy, remove from the pan, and drain on paper towels. once the bacon is cool enough to handle, chop it into 3/8 inch pieces. in the bacon dripping, fry the leeks over medium heat until softened and take on a bit of color around the edges. set aside to cool.
4. fold in the bacon, leeks, 10 oz of the shredded, and the cooked pasta (when you drain the pasta run cold water over it to cool it off, you don't wanna add anything to the cheese mixture while its still hot.
5. transfer the mixture to a 2 quart casserole dish, top with the bread crumbs and remaining 2 oz of shredded cheese (sometimes I chop up the brie rind and sprinkle that on top too). back at 350 for about 30 minutes or until the top is golden brown