Step 1

Cook Pasta: Cook the pasta in a large salted pot of boiling water according to package instructions, until al-dente. Drain, rinse with cold water and set aside.

Step 2

Make Sauce: In a large saucepan or Dutch oven, melt the butter over medium heat. Add the flour and Italian seasoning and whisk. Cook for 2 minutes while whisking continuously.

Step 3

Finish Sauce: Add the milk and whisk until it thickens. Stir in the cheeses and whisk until well combined and smooth.

Step 4

Add Pasta: Add the penne to the pot and toss well making sure the pasta is fully covered in sauce.

Step 5

Garnish & Serve: Garnish with red pepper flakes and serve.