Preheat oven to 375F. and butter a 2-quart shallow baking dish.

In a 6-quart kettle bring 5 quarts salted water to a boil for cooking pasta.

In a heavy saucepan melt butter over moderately low heat and stir in flour and paprika. Cook roux, whisking 3 minutes and whisk in milk and salt. Bring sauce to a boil, whisking and simmer, whisking occasionally, 3 minutes. Remove pan from heat.

Stir pasta into kettle of boiling water and boil, stirring occasionally, until al dente. Drain pasta in a colander and in a large bowl stir together pasta, sauce, Worcestershire sauce and 2 cups Cheddar. Transfer mixture to prepared dish. Macaroni and cheese may be prepared up to this point 1 day ahead and chilled, covered tightly.

In a small bowl toss remaining 3/4 cup Cheddar with bread crumbs and sprinkle over pasta mixture. Bake macaroni and cheese in middle of oven 25 to 30 minutes, or until golden and bubbling, and let stand 10 minutes before serving.

Serves 8 Children.

Per serving: 869 Calories (kcal); 59g Total Fat; (60% calories from fat); 28g Protein; 58g Carbohydrate; 193mg Cholesterol; 2643mg Sodium Food Exchanges: 1 1/2 Grain(Starch); 0 Lean Meat; 0 Vegetable; 0 Fruit; 11

1/2 Fat; 0 Other Carbohydrates