Step 1

Preheat Oven to 350ºF.  Bring a large pot of water to a boil.

Step 2

Begin cooking pasta in water according to package directions.

Step 3

In a small heavy bottomed pot, melt butter over medium heat.  Once butter has melted, but before it begins to brown, whisk flour into the butter until the flour has absorbed the butter.  Add cream, and continue to whisk until the mixture thickens and is smooth.  Add the milk, and continue to whisk.

Step 4

Add the Jarlsberg (or Swiss) and Parmesan to the pot, and continue whisking until all the cheese has melted into a smooth, creamy sauce.  Add the Old Bay and salt.

Step 5

Drain pasta, and scoop pasta into a small casserole dish, such as an 8"x8" dish.

Step 6

Remove sardines from the can, discarding packing liquid.  Flake sardines apart with a fork, and scatter over the pasta.  Pour cheese sauce over the pasta, and stir to incorporate the sardines and cheese.

Step 7

Bake 20-25 minutes, or until cheese is bubbly and the top has begun to brown.  Alternatively, for an extra creamy pasta, skip the baking, and broil the pasta for 2-3 minutes until the top is golden.

Step 8

Garnish with basil if desired, and serve immediately.