Spicy Macaroni and Cheese

This was perfect for our near zero (already below that with wind chill) temperatures tonight.  Add some protein by mixing in some cubed ham, too!

2 TBSP butter
1 1/2 TBSP flour
4 TBSP milk
2 oz. cream cheese
1/2 C jack cheese, grated
1/4 C parmesan cheese, grated
1/4 tsp red pepper flakes
salt
pepper
1/2 C cheddar cheese
1/4 C bread crumbs or crumbled croutons
1 1/2 C noodles, uncooked

Preheat oven to 400.
Grease the bottom and sides of an 8"x8" pan.
Boil noodles until cooked.
Melt butter in a pan on medium heat.
Mix in flour.
Add milk and blend.
Melt cream cheese into the butter, flour, milk mixture.
Add jack cheese, parmesan cheese, and red pepper flakes.
Stir until all cheeses are melted.
Salt and pepper to taste.
Drain the cooked noodles.
Combine the noodles and cheese mixture.
Pour into greased pan.
Sprinkle with cheddar cheese.
Cover with a thin layer of crumbled croutons or bread crumbs.
Cover pan with a layer of foil.
Bake for 20 minutes until the cheddar cheese is melted.